Measure in Respect of Companies with High Promoter and Non-Promoter Encumbrance

Description

BSE announces surveillance measures for companies with high promoter and non-promoter encumbrance as per SEBI SAST Regulation 28(3), effective November 24, 2025.

Summary

BSE has updated the list of securities under surveillance measures for companies with high promoter and non-promoter encumbrance as per Regulation 28(3) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations 2011. The updated framework will be effective from November 24, 2025. One security (B. L. Kashyap and Sons Ltd) has been newly added to the framework, while no securities are being removed.

Key Points

• One security added to high encumbrance surveillance framework: B. L. Kashyap and Sons Ltd (Scrip Code: 532719, ISIN: INE350H01032)
• No securities are moving out of the framework
• Total of 6 securities currently under this surveillance measure
• Framework targets companies with high levels of pledged/encumbered shares held by both promoters and non-promoters
• Measure implemented under SEBI SAST Regulation 28(3)

Regulatory Changes

This circular implements surveillance measures prescribed under Regulation 28(3) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations 2011, which deals with disclosure of encumbrance by acquirers and persons acting in concert. The framework identifies and monitors companies where high levels of promoter and non-promoter shareholding are encumbered or pledged.

Compliance Requirements

• Companies listed under this framework must comply with enhanced disclosure requirements regarding encumbrance of shares
• Investors trading in these securities should be aware of the heightened risk due to high encumbrance levels
• Trading members should ensure proper risk disclosure to clients trading in these securities
• Companies must continue to comply with SEBI SAST Regulation 28(3) regarding timely disclosure of encumbrance

Important Dates

• Effective Date: November 24, 2025
• Circular Date: November 21, 2025

Impact Assessment

Market Impact: Medium - The addition of one security and continuation of surveillance on 6 total securities indicates targeted regulatory oversight rather than broad market impact.

Affected Companies:

1. B. L. Kashyap and Sons Ltd (newly added)
2. Brahmaputra Infrastructure Ltd
3. India Finsec Ltd
4. India Nivesh Ltd
5. NR Agarwal Industries Ltd
6. Sudal Industries Ltd

Investor Impact: Investors in these securities face heightened risk due to high encumbrance levels. High promoter and non-promoter pledging can lead to forced selling in adverse market conditions, potentially causing sharp price volatility.

Trading Impact: Securities under this framework may experience enhanced surveillance, potential trading restrictions, and increased monitoring by the exchange.

Securities Details

Annexure I - Newly Added Securities

Annexure III - Consolidated List (All 6 Securities)

Impact Justification

Affects 6 securities with one new addition under high encumbrance surveillance framework. Limited market-wide impact but significant for affected companies and their investors.