Date: 26th June, 2026

Board Meeting Outcomes

The Board of Directors meeting was held on Friday, 26th June, 2026, commencing at 12:30 PM and ending at 1:30 PM. The following matters were considered:

A. Board Comments on Fine Levied by Exchanges

  • The Board addressed fines imposed by National Stock Exchange of India Limited (NSE) and BSE Limited (BSE) through communication dated 27th May, 2026.
  • The fines were for non-compliance with SEBI (LODR) Regulations, 2015, specifically Regulations 17(1), 18(1) and 19(1)/19(2) regarding composition of the Board and its committees (Audit Committee and Nomination & Remuneration Committee) for the quarter ended 31st March, 2026.
  • The Company had sent a clarification letter dated 27th May, 2026 to both exchanges (referenced as IRCON/SECY/STEX/124).
  • The Board deliberated and noted the position of non-compliances and the imposed fines.
  • The Board defended the company's position, stating that Ircon International Limited is a Government Company under Section 2(45) of the Companies Act, 2013.
  • The Board noted that the President of India holds the power to appoint Directors (including Independent Directors/Woman Director) as per the Companies Act, 2013 and Articles of Association.
  • All Directors in IRCON are appointed by the Government of India through the Ministry of Railways (MoR), and IRCON has no role in director appointments.
  • The company has been continuously requesting MoR for appointment of requisite number of Independent Directors (including Woman Independent Director).
  • The Board concluded that the levy of fine is "unreasonable and not applicable to IRCON."

B. Approval of Appointment of Shri Saleem Ahmad

  • The Board approved the appointment of Shri Saleem Ahmad (DIN: 10119432) as Chairman & Managing Director (CMD) on additional charge.
  • He has been designated as Chief Executive Officer (CEO) and Key Managerial Personnel (KMP) of the Company.
  • The appointment is for a period of 01 year effective from the date of assumption of additional charge of the post of CMD on or after 01.07.2026.
  • The tenure will continue till assumption of charge by the regular incumbent or until further orders, whichever is earliest.
  • The appointment is pursuant to Order no. 2023/E(O)II/40/15 dated 23rd June, 2026 from the Ministry of Railways.

Other Sections

Financial Results: Not Specified

Dividend Declaration: Not Specified

Auditor's Report: Not Specified

Disinvestment/Strategic Actions: Not Specified

Media Release/Investor Communication: Not Specified