Minimum Listing Requirements for New Companies BSE
The following eligibility criteria have been prescribed effective August 1, 2006 for listing of
companies on BSE, through Initial Public Offerings (IPOs) & Follow-on Public Offerings
(FPOs):
1. Companies have been classified as large cap companies and small cap companies. A
large cap company is a company with a minimum issue size of Rs. 10 crore and market
capitalization of not less than Rs. 25 crore. A small cap company is a company other than
a large cap company.
a. In respect of Large Cap Companies
i. The minimum post-issue paid-up capital of the applicant company
(hereinafter referred to as "the Company") shall be Rs. 3 crore; and
ii. The minimum issue size shall be Rs. 10 crore; and
iii. The minimum market capitalization of the Company shall be Rs. 25 crore
(market capitalization shall be calculated by multiplying the post-issue
paid-up number of equity shares with the issue price).
b. In respect of Small Cap Companies
i. The minimum post-issue paid-up capital of the Company shall be Rs. 3
crore; and
ii. The minimum issue size shall be Rs. 3 crore; and
iii. The minimum market capitalization of the Company shall be Rs. 5 crore
(market capitalization shall be calculated by multiplying the post-issue
paid-up number of equity shares with the issue price); and
iv. The minimum income/turnover of the Company shall be Rs. 3 crore in
each of the preceding three 12-months period; and
v. The minimum number of public shareholders after the issue shall be 1000.
vi. A due diligence study may be conducted by an independent team of
Chartered Accountants or Merchant Bankers appointed by BSE, the cost
of which will be borne by the company. The requirement of a due
diligence study may be waived if a financial institution or a scheduled
commercial bank has appraised the project in the preceding 12 months.
2. For all companies :
a. In respect of the requirement of paid-up capital and market capitalization, the
issuers shall be required to include in the disclaimer clause forming a part of the
offer document that in the event of the market capitalization (product of issue
price and the post issue number of shares) requirement of BSE not being met, the
securities of the issuer would not be listed on BSE.
b. The applicant, promoters and/or group companies, shall not be in default in
compliance of the listing agreement.
c. The above eligibility criteria would be in addition to the conditions prescribed
under SEBI (Disclosure and Investor Protection) Guidelines, 2000.
Minimum Listing Requirements for Companies already Listed on Other Stock Exchanges
The listing norms for companies already listed on other stock exchanges and seeking listing at
BSE, made effective from August 6, 2002, are as under:
1. The company shall have a minimum issued and paid up equity capital of Rs. 3 crore.
2. The company shall have a profit making track record for the preceding last three years.
The revenues/profits arising out of extra ordinary items or income from any source of
non-recurring nature shall be excluded while calculating the profit making track record.
3. Minimum net worth shall be Rs. 20 crore (net worth includes equity capital and free
reserves excluding revaluation reserves).
4. Minimum market capitalisation of the listed capital shall be at least two times of the paid
up capital.
5. The company shall have a dividend paying track record for at least the last 3 consecutive
years and the dividend should be at least 10% in each year.
6. Minimum 25% of the company's issued capital shall be with Non-Promoter shareholders
as per Clause 35 of the Listing Agreement. Out of above Non-Promoter holding, no
single shareholder shall hold more than 0.5% of the paid-up capital of the company
individually or jointly with others except in case of Banks/Financial Institutions/Foreign
Institutional Investors/Overseas Corporate Bodies and Non-Resident Indians.
7. The company shall have at least two years listing record with any of the Regional Stock
Exchanges.
8. The company shall sign an agreement with CDSL and NSDL for demat trading.
Eligibility Norms and criteria of listing in NSE
Types of issue
• prospectus in case of public issue or letter of sale
• Letter of offer in case of rights issue
Filling of offer document
Issue in excess of 50 lakh
Draft prospectus should be filled with SEBI through an eligible registered merchant
banker
Issue less than 50 lakh
prepare the letter of offer in accordance with the disclosure requirements and file it with
SEBI
Eligibility norms for issuing of equity
1. Unlisted company
2. Listed company
IPO /offer of sale by unlisted company
Conditions
1. Net tangible asset at least of Rs 3 crores
2. Track record of distributable profits at least 3 out of the immediately 5 years
3. Networth, as per the audited balance sheet of atleast of Rs 1 crore in each of the
preceding 3 full years
4. In case of change of name within the last 1 year, at least 50% of the revenue for the
preceding 1 full year is earned by the company from the actively suggested by the new
name
5. The aggregate of the proposed issue and all previous issues made in the same financial
year in terms of size does not exceed 5 times its pre issue net worth as per the audited
balance sheet of the last financial year
Additional conditions
1. The issue made through book building process with at least 50% of net offer to public
being allotted to QIB’s failing to which the full subscription should be refunded
2. The minimum post-issue issue face value of capital of company would be Rs 10 crore or
their should be compulsory market making of at least 2 years from the date of listing of
shares
public issue by Listed company
1. The aggregate of the proposed issue and all previous issues made in the same financial
year in terms of size does not exceed 5 times its pre issue net worth as per the audited
balance sheet of the last financial year
2. In case of change of name within the last 1 year, at least 50% of the revenue for the
preceding 1 full year is earned by the company from the actively suggested by the new
name
Pricing of issues
1.Differential pricing firm
• allotment category and net offer to public
• public and rights issue
2. Price band
Payment of discounts/commission
Denomination of shares: 13(4) of companies act
1. Issue price < Rs500 then face value has to be less than Rs10
2. Issue price >Rs500 then face value can be Rs10
Splitting or consolidation of shares
1. The share should not be issued in denomination of decimal of Rs
2. The denomination of the existing share should not be altered to a denomination of a
decimal of a rupee
3. At any given time there would be only denomination
4. The companies seeking to change the denomination can do so only if MA & AA permits
5. Company should adhere to disclosure and accounting norms specified by SEBI for time
to time
