Description

Keystone Realtors Limited (RUSTOMJEE) announces OFS of 45,76,000 equity shares by promoters Boman Rustom Irani, Percy Sorabji Chowdhry and Chandresh Dinesh Mehta to achieve minimum public shareholding requirements.

Summary

Keystone Realtors Limited (BSE Scrip Code: 543669, NSE: RUSTOMJEE) has announced an Offer for Sale (OFS) of equity shares by its promoters. The Sellers - Boman Rustom Irani, Percy Sorabji Chowdhry and Chandresh Dinesh Mehta - propose to sell up to 45,76,000 equity shares of face value ₹10 each, representing 3.63% of the total issued and paid-up equity share capital. The OFS is being undertaken to achieve minimum public shareholding requirements as prescribed under Rule 19(2)(b) and Rule 19A of the Securities Contracts (Regulation) Rules, 1957 and Regulation 38 of SEBI (Listing Obligations and Disclosure Requirements) Regulations.

Key Points

  • Offer Size: Up to 45,76,000 equity shares (3.63% of total equity)
  • Face Value: ₹10 per equity share
  • Sellers: Promoters - Boman Rustom Irani, Percy Sorabji Chowdhry, and Chandresh Dinesh Mehta
  • Trading Mechanism: Through separate designated window on BSE and NSE
  • Share Form: Dematerialized form held in demat accounts
  • Primary Objective: Achieving minimum public shareholding compliance

Regulatory Changes

This OFS is conducted under:

  • SEBI Master Circular SEBI/HO/MRD-PoD2/CIR/P/2024/00181 dated December 30, 2024
  • SEBI Circular SEBI/HO/MRD/MRD-PoD-3/P/CIR/2024/6 dated January 23, 2024 (Framework for OFS to Employees)
  • SEBI Circular SEBI/HO/MRD/MRD-PoD-3/P/CIR/2024/82 dated June 14, 2024 (Modifications in OFS Framework)
  • BSE Notice 20240701-19 dated July 01, 2024 (Revised Operational Guidelines)
  • NSE Circular 93/2024 dated July 12, 2024 (Revised Operating Guidelines)

Compliance Requirements

  • Compliance with Rule 19(2)(b) and Rule 19A of Securities Contracts (Regulation) Rules, 1957
  • Adherence to Regulation 38 of SEBI (Listing Obligations and Disclosure Requirements) Regulations
  • Shares to be offered in dematerialized form through depository participants
  • Compliance with comprehensive SEBI OFS Guidelines and Stock Exchange Circulars

Important Dates

  • October 14, 2025: Notice date
  • October 15, 2025 (T Day): OFS for non-Retail Investors only
  • October 16, 2025 (T+1 Day): OFS for Retail Investors and non-Retail Investors who choose to carry forward unallotted bids from T day

Impact Assessment

Market Impact: The sale of 3.63% equity stake will increase public float and improve liquidity in Keystone Realtors shares. The staggered offering (non-retail on Day 1, retail and carry-forward bids on Day 2) allows for orderly price discovery.

Compliance Impact: This OFS addresses regulatory requirements for minimum public shareholding, bringing the company into compliance with SEBI and stock exchange regulations.

Investor Impact: Retail investors get opportunity to participate on T+1 day, while institutional investors can bid on both days. Non-retail investors have the flexibility to carry forward unallotted bids from T day to T+1 day.

Promoter Impact: Promoter shareholding will reduce by 3.63%, diluting their stake while maintaining compliance with minimum public shareholding norms.

Impact Justification

Material corporate action involving 3.63% stake sale by promoters to achieve regulatory compliance on minimum public shareholding; impacts stock supply and price discovery over two trading days.