Description

BSE announces resumption of trading in DS Kulkarni Developers Limited from December 02, 2025 for limited purpose of achieving Minimum Public Shareholding compliance through Offer for Sale mechanism following NCLT-approved resolution plan.

Summary

BSE has announced that trading in equity shares of DS Kulkarni Developers Limited (Scrip Code: 523890) will resume from December 02, 2025, following implementation of a resolution plan under the Insolvency & Bankruptcy Code, 2016. The trading resumption is for the limited purpose of achieving Minimum Public Shareholding (MPS) compliance through an Offer for Sale (OFS) mechanism. The company underwent significant capital restructuring as per the NCLT-approved resolution plan, with 95,00,000 equity shares allotted to the successful resolution applicant and 5,00,000 shares allotted to DSK Shareholders Trust. Normal trading will commence only after MPS compliance is achieved and other formalities are completed.

Key Points

  • Trading to resume from December 02, 2025 for limited purpose of MPS compliance
  • Resolution Plan approved by NCLT Mumbai bench on June 23, 2023
  • Total 1,00,00,000 equity shares post-restructuring (95,00,000 to resolution applicant, 5,00,000 to DSK Shareholders Trust)
  • Capital reduction implemented with new face value and paid-up value of Rs. 10/- per share
  • MPS compliance to be achieved through Offer for Sale (OFS) mechanism
  • Trading to achieve 5% public shareholding as per Rule 19A(5) of SCRR
  • Symbol: DSKULKARNI, ISIN: INE891A01022
  • Market lot: 01 share
  • Independent notice to be issued for OFS details
  • Normal trading to commence only after MPS compliance and completion of formalities

Regulatory Changes

The circular implements the resolution plan under Insolvency & Bankruptcy Code, 2016, resulting in:

  • Capital restructuring pursuant to NCLT order dated June 23, 2023
  • Equity shares description changed to “Equity Shares of Rs. 10/- each post capital reduction pursuant to Resolution Plan approved by NCLT”
  • Trading resumption governed by SEBI Master Circular no. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024
  • Compliance with Rule 19A(5) of Securities Contracts (Regulations) Rules, 1957 for Minimum Public Shareholding requirements

Compliance Requirements

For Trading Members:

  • Take note of limited trading resumption from December 02, 2025
  • Await independent notice regarding OFS details
  • Understand that normal trading approval will be issued separately post-MPS compliance

For the Company (DS Kulkarni Developers Limited):

  • Achieve 5% public shareholding through OFS mechanism
  • Complete all formalities required for normal trading resumption
  • Post-MPS compliance, lock-in details will be provided by the Exchange

Capital Structure Post-Resolution:

  • 95,00,000 equity shares allotted to successful resolution applicant and affiliates on preferential basis
  • 5,00,000 equity shares allotted to DSK Shareholders Trust
  • Total: 1,00,00,000 equity shares of Rs. 10/- each

Important Dates

  • June 23, 2023: NCLT Mumbai bench approval of Resolution Plan
  • September 21, 2023: Record date for Capital Reduction pursuant to NCLT Order
  • November 28, 2025: Notice date
  • December 02, 2025: Effective date for resumption of trading (limited purpose for MPS compliance)
  • To be announced: OFS dates (separate notice to be issued)
  • To be announced: Commencement of normal trading post-MPS compliance

Impact Assessment

Market Impact:

  • Limited trading activity expected initially as trading is restricted to OFS mechanism for MPS compliance
  • Significant dilution of existing shareholders’ holdings due to preferential allotment of 95% shares to resolution applicant
  • Only 5,00,000 shares (5% of total) available to public/DSK Shareholders Trust
  • Trading liquidity will be constrained until normal trading commences post-MPS compliance

Shareholder Impact:

  • Existing shareholders experienced major dilution through capital restructuring under IBC
  • Pre-resolution shareholders now hold shares through DSK Shareholders Trust (5% only)
  • Resolution applicant and affiliates control 95% of equity
  • Lock-in details for shares to be announced post-MPS compliance

Operational Impact:

  • Company emerged from insolvency proceedings with fresh capital infusion
  • Corporate governance and management likely restructured under new ownership
  • Trading resumption provides exit opportunity through OFS for certain shareholders
  • Full trading normalization dependent on successful MPS compliance

Impact Justification

Significant corporate action involving resumption of trading post-IBC resolution plan with major capital restructuring and MPS compliance requirements affecting existing shareholders