MTNL has made a regulatory disclosure to the BSE and NSE pursuant to Regulation 30 & 51 of the SEBI (LODR) Regulations, 2015, specifically under Sub-Para 20 of Para A of Part A of Schedule III.

The disclosure informs that MTNL received a communication from BSE (Email/Letter No. Ref.: SOP-CReview/ QTR-Jun-26) dated August 25, 2026. This communication pertained to non-compliance with various provisions of the SEBI (LODR) Regulations, 2015 for the quarter ended June 2026.

As a result, BSE has imposed a total fine of ₹12,66,140 on MTNL. This amount is comprised of a basic fine of ₹10,73,000 and Goods and Services Tax (GST) at 18% amounting to ₹1,93,140.

The breakdown of the fines levied for specific regulatory non-compliances is as follows:

  • Regulation 17(1) - Non-compliance with requirements pertaining to the composition of the Board, including failure to appoint a woman director: Basic Fine ₹4,55,000 + GST ₹81,900 = Total ₹5,36,900
  • Regulation 17(2A) - Non-compliance with requirements pertaining to quorum of Board meetings: Basic Fine ₹10,000 + GST ₹1,800 = Total ₹11,800
  • Regulation 18(1) - Non-compliance with the constitution of the audit committee: Basic Fine ₹1,52,000 + GST ₹27,360 = Total ₹1,79,360
  • Regulation 19(1)/19(2) - Non-compliance with the constitution of the nomination and remuneration committee: Basic Fine ₹1,52,000 + GST ₹27,360 = Total ₹1,79,360
  • Regulation 20(2)/(2A) - Non-compliance with the constitution of the stakeholder relationship committee: Basic Fine ₹1,52,000 + GST ₹27,360 = Total ₹1,79,360
  • Regulation 21(2) - Non-compliance with the constitution of the risk management committee: Basic Fine ₹1,52,000 + GST ₹27,360 = Total ₹1,79,360

Fines for non-compliance with Regulation 17(1A) (appointment of non-executive director over 75), Regulation 17(2) (number of board meetings), and Regulation 27(2) (non-submission of corporate governance compliance report) were computed as ₹0 for the quarter.

MTNL provided context for the non-compliance, stating that as a Public Sector Undertaking (PSU), all appointments to its Board, including Independent Directors, are made by its Administrative Ministry, the Department of Telecommunications (DoT), Government of India. The company has already taken up the matter of appointing six Independent Directors with the Government and is concurrently requesting BSE for a waiver of the imposed fines.

BSE's communication contained critical directives and warnings:

  • The company is required to pay the fines within 15 days from the date of the letter (August 25, 2026).
  • Failure to pay may result in the Exchange initiating action to freeze the entire shareholding of the promoter in MTNL, as well as all other securities held in the promoter's demat account.
  • If this is the second consecutive quarter of non-compliance for Regulations 17(1), 18(1), and 27(2), the company's equity shares may be transferred to the Z group and face suspension of trading.
  • The matter of this non-compliance and any subsequent Exchange action must be placed before the MTNL Board of Directors at its next meeting. Any comments from the board must be informed to the Exchange for dissemination.

The fine is to be remitted to a dedicated ICICI Bank account (Virtual Account No. BSER01856, IFSC: ICIC0000104) specifically for SOP fines. Upon payment, remittance details including UTR number, date, and amount must be submitted to BSE via email (bse.soplodr@bseindia.com) in the specified Annexure-I format.

The disclosure was signed and digitally executed by Ratan Mani Sumit, Company Secretary of MTNL, on August 26, 2026.