Description

BSE revises unified eligibility criteria for SME companies migrating to Main Board and companies from other exchanges seeking direct listing.

Summary

BSE has revised the unified eligibility criteria for SME companies seeking migration to the Main Board and for companies listed on other recognized stock exchanges seeking direct listing on the Main Board. The new criteria establish different market capitalization thresholds and comprehensive requirements covering financial performance, market liquidity, and regulatory compliance.

Key Points

  • Minimum paid-up capital requirement of Rs. 10 crores
  • Market capitalization threshold: Rs. 100 crores for migration, Rs. 1,000 crores for direct listing
  • Average operating profit (EBITDA) of Rs. 15 crores over preceding 3 years with minimum Rs. 10 crores each year
  • Minimum promoter holding of 20% at application time
  • 6-month lock-in period for promoter shares from BSE listing date
  • 3-year track record requirement with clean compliance history

Regulatory Changes

  • Unified eligibility criteria now apply to both SME migration and direct listing from other exchanges
  • Market liquidity requirements include minimum 5% of weighted average equity shares traded during 6-month period
  • Trading requirement on at least 80% of days during 6-month period
  • Minimum average daily turnover of Rs. 10 lakhs and minimum daily turnover of Rs. 5 lakhs
  • Minimum average of 50 daily trades and minimum 25 daily trades during assessment period

Compliance Requirements

  • No SEBI debarment orders against company, promoters, or directors
  • No wilful defaulter or fraudulent borrower status
  • Promoters/directors must not be fugitive economic offenders
  • Company not under NCLT winding up or insolvency proceedings
  • No trading suspension for non-compliance in last 12 months
  • 100% shares in demat form
  • Minimum networth of Rs. 1 crore in each of preceding 3 years
  • Net tangible assets of at least Rs. 3 crores in each of preceding 3 years

Important Dates

  • 6-month lock-in period applies from BSE listing date
  • 3-year track record assessment period
  • 6-month market capitalization and liquidity assessment period

Impact Assessment

These revised criteria will impact SME companies planning to migrate to the Main Board by establishing clearer and more stringent requirements. The differentiated market capitalization thresholds (Rs. 100 crores vs Rs. 1,000 crores) create distinct pathways for migration versus direct listing. Companies will need to demonstrate sustained profitability, adequate market liquidity, and strong governance standards before qualifying for Main Board listing.

Impact Justification

Important for SME companies planning migration but affects limited number of entities