Description

BSE announces suspension of trading and reduction of share capital for RCI Industries & Technologies Limited effective November 28, 2025, following NCLT-approved resolution plan involving extinguishment of promoter shareholding and reduction of public shareholding to 5%.

Summary

BSE has announced the implementation of a resolution plan for RCI Industries & Technologies Limited (Scrip Code: 537254) approved by the Hon’ble National Company Law Tribunal, New Delhi Bench. The plan involves complete extinguishment of promoter shareholding and reduction of existing public shareholding to only 5% of the fully diluted capital structure. Trading in the company’s equity shares will be suspended from November 28, 2025. The stock is currently under Graded Surveillance Measure (GSM) restrictions.

Key Points

  • Record date set as November 28, 2025 for capital reduction implementation
  • Complete cancellation and extinguishment of all promoter and promoter group shareholding
  • Public shareholding to be reduced to only 5% of post-implementation fully diluted capital
  • Trading suspension effective November 28, 2025 (Settlement No. DR-766/2025-2026)
  • Resolution plan approved by NCLT New Delhi Bench
  • Company currently under GSM (Graded Surveillance Measure) trading restrictions
  • Notice issued by Marian Dsouza, Assistant Vice President – Listing Compliance and Operations

Regulatory Changes

Implementation of NCLT-approved resolution plan involving capital restructuring under insolvency and bankruptcy proceedings. The plan mandates:

  1. Promoter Shareholding Extinguishment: Complete cancellation of all equity shares held by promoters and promoter group
  2. Public Shareholding Reduction: Drastic reduction of public shareholding through cancellation and extinguishment to retain only 5% of the restructured capital
  3. Trading Status: Suspension of trading in equity shares following the capital reduction event

Compliance Requirements

For Trading Members:

  • Take note of the November 28, 2025 record date for capital reduction
  • Cease trading in RCI Industries & Technologies Limited equity shares from November 28, 2025
  • Inform clients about the trading suspension and capital restructuring
  • Note existing GSM restrictions already in place

For Company:

  • Implementation of NCLT-approved resolution plan
  • Execution of share capital reduction and extinguishment as per tribunal order

For Shareholders:

  • Promoters: Complete loss of shareholding through extinguishment
  • Public shareholders: Significant dilution with 95% of shareholding to be cancelled and extinguished

Important Dates

  • November 25, 2025: Notice date and circular issuance
  • November 28, 2025: Record date for capital reduction
  • November 28, 2025: Trading suspension effective date (Settlement No. DR-766/2025-2026)
  • November 28, 2025: No dealings/suspension begins

Impact Assessment

Market Impact:

  • Immediate and complete trading suspension eliminates liquidity for existing shareholders
  • Existing GSM restrictions indicate prior market concerns about the stock

Shareholder Impact:

  • Promoters: Complete loss of shareholding with zero recovery
  • Public Shareholders: Catastrophic impact with 95% shareholding extinguishment, retaining only 5% of restructured capital
  • Severe wealth erosion for all existing equity holders

Operational Impact:

  • Company undergoing resolution plan suggests financial distress or insolvency proceedings
  • Capital restructuring indicates debt resolution through equity dilution/extinguishment
  • Post-implementation capital structure will be fundamentally different with new shareholders likely entering as part of resolution plan

Corporate Governance:

  • NCLT oversight ensures legal compliance in restructuring process
  • Removal of existing promoters signals complete change in control and management potential
  • Public shareholders face near-total loss despite minority retention in restructured entity

Impact Justification

Complete extinguishment of promoter shareholding and drastic reduction of public shareholding to 5% with immediate trading suspension represents major corporate restructuring with severe dilution impact on existing shareholders