Description

BSE announces compulsory delisting of 2 companies (Asian Flora Ltd and Relstruct Buildcon Ltd) effective December 16, 2025, due to suspension exceeding 6 months.

Summary

BSE has ordered the compulsory delisting of 2 companies - Asian Flora Ltd (Scrip Code: 531392) and Relstruct Buildcon Ltd (Scrip Code: 540426) - effective December 16, 2025. Both companies have remained suspended for more than 6 months. The delisting is pursuant to orders of the Delisting Committee under SEBI (Delisting of Equity Shares) Regulations, 2009/2021. Relstruct Buildcon Ltd will be delisted under the 2009 regulations, while Asian Flora Ltd falls under the 2021 regulations.

Key Points

  • 2 companies to be compulsorily delisted effective December 16, 2025
  • Asian Flora Ltd (531392) - delisted under SEBI Regulations 2021
  • Relstruct Buildcon Ltd (540426) - delisted under SEBI Regulations 2009
  • Both companies suspended for more than 6 months
  • Securities will cease to be listed and unavailable for trading
  • 10-year market access ban for delisted company, promoters, whole-time directors, and related entities
  • Promoters must purchase shares from public shareholders at fair value
  • Transfer restrictions and benefit freeze on promoter shareholdings until exit option provided

Regulatory Changes

No new regulatory changes. This action implements existing SEBI (Delisting of Equity Shares) Regulations, 2009 and 2021.

Compliance Requirements

For Delisted Companies:

  • Cannot access securities market for 10 years from delisting date
  • Cannot seek listing of any equity shares for 10 years
  • Cannot act as intermediary for 10 years

For Promoters:

  • Must purchase shares from public shareholders at fair value determined by Exchange-appointed independent valuer
  • Cannot transfer (sell, pledge, etc.) equity shares held until exit option provided
  • Corporate benefits (dividends, rights, bonus shares, splits) frozen until exit compliance
  • Cannot become directors of any listed company until exit option provided (for positive fair value companies)
  • 10-year market access ban

For Whole-time Directors and Compliance Officers:

  • 10-year market access ban
  • Cannot become directors of listed companies until exit option provided (for positive fair value companies)

For Depositories:

  • Must not effect transfer of promoter/promoter group equity shares
  • Must freeze corporate benefits for promoter/promoter group shares

Important Dates

  • Notice Date: December 12, 2025
  • Delisting Effective Date: December 16, 2025
  • Market Access Ban Period: 10 years from December 16, 2025
  • Public Notice: To be issued shortly with fair value details

Impact Assessment

Market Impact:

  • Shareholders of both companies will lose trading liquidity immediately
  • Shares will be removed from BSE trading platform
  • Public shareholders dependent on promoter exit option for liquidating holdings

Shareholder Impact:

  • Public shareholders must wait for promoter exit offer at fair value
  • Exit mechanism timeline depends on independent valuation process
  • No market-based price discovery available post-delisting

Promoter/Management Impact:

  • Severe restrictions including 10-year market ban
  • Financial obligation to purchase all public shareholding
  • Complete freeze on promoter share transfers and benefits
  • Career restrictions - cannot be directors of other listed companies

Systemic Impact:

  • Reinforces regulatory consequences for prolonged suspension
  • Demonstrates strict enforcement of delisting regulations
  • Protects public shareholders through mandatory exit mechanism

Impact Justification

Compulsory delisting severely impacts shareholders of affected companies, imposing 10-year market access ban on promoters and directors, freezing promoter shares, and requiring mandatory exit option at fair value.