Description

Promoters of Keystone Realtors Limited propose to sell up to 45,76,000 equity shares (3.63% of paid-up capital) through OFS mechanism on October 15-16, 2025 to achieve minimum public shareholding requirements.

Summary

Keystone Realtors Limited (BSE: 543669, NSE: RUSTOMJEE) has announced an Offer for Sale (OFS) by its promoters - Boman Rustom Irani, Percy Sorabji Chowdhry, and Chandresh Dinesh Mehta. The promoters will 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 conducted through the stock exchange mechanism on BSE and NSE to achieve the minimum public shareholding requirements as prescribed under SEBI regulations.

Key Points

  • Offer Size: Up to 45,76,000 equity shares (3.63% of total paid-up capital)
  • Face Value: ₹10 per equity share
  • Sellers: Three promoters - Boman Rustom Irani, Percy Sorabji Chowdhry, and Chandresh Dinesh Mehta
  • Stock Exchanges: BSE Limited and National Stock Exchange of India Limited
  • Trading Format: Dematerialized shares through separate designated OFS window
  • Purpose: Achieving minimum public shareholding as per Rule 19(2)(b) and Rule 19A of Securities Contracts (Regulation) Rules, 1957 and Regulation 38 of SEBI LODR Regulations

Regulatory Changes

The OFS is conducted in accordance with:

  • 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 (Modification in Framework for OFS to Employees)
  • BSE Notice 20240701-19 dated July 01, 2024 (Revised Operational Guidelines for OFS)
  • NSE Circular 93/2024 dated July 12, 2024 (Revised Operating Guidelines for OFS)

Compliance Requirements

  • The OFS is being undertaken to comply with minimum public shareholding norms under Securities Contracts (Regulation) Rules, 1957 and SEBI LODR Regulations
  • Shares will be held in dematerialized form in one or more demat accounts with relevant depository participants
  • The offer will be conducted through a separate designated window of BSE and NSE as per OFS Guidelines

Important Dates

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

Impact Assessment

Market Impact: The sale of 3.63% stake by promoters will increase public float in Keystone Realtors Limited (Rustomjee). This could improve liquidity in the stock and provide entry/exit opportunities for institutional and retail investors.

Shareholding Impact: Post-OFS, promoter shareholding will decrease by 3.63%, while public shareholding will correspondingly increase to meet regulatory requirements.

Investor Opportunities: Non-retail investors can participate on T day, while retail investors get their opportunity on T+1 day. Non-retail investors with unallotted bids can carry forward to T+1 day.

Regulatory Compliance: The OFS demonstrates the company’s commitment to achieving and maintaining minimum public shareholding norms as mandated by SEBI and stock exchange regulations.

Impact Justification

Material corporate action involving 3.63% stake sale by promoters to achieve regulatory compliance on minimum public shareholding. Significant for existing shareholders and market participants interested in the stock.