Revocation of Suspension
Norms for Revocation of Suspension

Instructions to the Company in addition to Revocation application

  • Obtain login and password to the BSE’s Online portal (Listing Centre) by sending an email from the from the company to and/or call on 022-61363155.
  • The company would be required to upload the required compliances in the required format through the Listing Centre. On receiving the uploaded details the Exchange officials would after verification advise the company on pending compliances as per Exchange records
  • It is reiterated that effective from December 1, 2015, as per Regulation 10 of the Listing Regulations 2015, all filings are to be made on the electronic platform as specified by the Exchange. Accordingly, filings that are not made with the Exchange through the Listing Centre are liable to be considered as non-submission, thereby resulting into non-compliance with the Listing Regulations.

Verification of compliances:

The companies are required to comply with extant revocation norms and provisions of the SEBI (listing obligations and disclosure requirements) Regulations, 2015 which inter-alia include the following inter-alia include the following :

Sr.No. Particulars Remarks
1 Compliance wrt capital issued and listed capital

No difference between issued and listed capital. (if such a difference exists then the listing formalities for the said capital should be completed and listing approval obtained prior to submission of revocation application).

2 Execution of new Uniform Listing Agreement as per Reg.109(1) of Listing Regulations, 2015 Execution of new Uniform Listing Agreement as per Reg.109(1) of Listing Regulations, 2015 (Format Enclosed as Annexure III). Listing Agreement to be executed on stamp paper of Rs.100. A person who is duly authorized by the Board of Directors to sign the Listing Agreement can sign the Listing Agreement(LA). A certified true copy of the Board Resolution authorizing the said person to sign the LA is required to be submitted along with the Listing Agreement
3 Number of Quarters for which compliance to be done by companies Four consecutive previous quarters
4 Regulations to be verified for compliance Regulations inter alia includes followings:
Regulation 42 -Book Closure / Record Date
Regulation 34 - Annual Report
Regulation 31 - Shareholding Pattern
Regulation 33 - Quarterly Results
Regulation 38 – Minimum Public Holding
Regulation 46(2)(j) – Email address for grievance redressal Regulation 6 - Appointment of Compliance Officer. Regulation 7 – share Transfer Agent Regulation 7 (3) – Compliance Certificate certifying maintaining physical & electronic transfer facility Regulation 13 (3) - Statement of Investor complaints Regulation 14 – Listing Fees & Other charges Regulation 40 (9 - Certificate from Practicing Company Secretary Regulation 27(2) - Corporate Governance/ In case of non-applicability of Regulation 27(2) of LODR, Regulations, 2015, please provide non-applicability certificate as on date on letterhead of the Company Reconciliation of Share Capital Audit Report Regulation 46 - Company should have its own functional and accessible website Appointment of Woman Director
5 Other points to be verified No outstanding exchange dues
No pending Investor Complaints
No complaints pending in SCORES
No SEBI order debarring company or promoters
No difference in issued and listed capital. (if so same has to get listed)
No Adverse comment on the website
should not be a vanishing company as per data available on the MCA website
6 Signing with the depositories Company should have signed with at least one depository. Provided that where the company has not signed with either/ both the depositories, it shall submit a letter from the relevant depository rejecting admission of the security in the depository
7 Payment of Fees

Payment of applicable revocation fees of the exchange as under :

  • 1. Annual listing fees
  • 2. Revocation Processing fees of Rs. 200000/- plus applicable GST. (to be submitted along with application seeking in principle approval for revocation and valid for a period of one year)
  • 3. Re-instatement fees plus applicable GST, payable after receipt of in principle approval for revocation and prior to approval for resumption of trading (Please REFER NOTES)
8 Lock-in of entire promoters shareholding The entire promoter holding as per the information provided in the latest Shareholding Pattern submitted by the company, should be under lock-in for a period of 3 months from the date of commencement of trading, post resumption of trading as per SEBI circular dated May 03, 2018 regarding SOP. (Please specify the date up to which the shares have been locked in and submit the necessary certificates from CDSL / NSDL / RTA)
9 Information Memorandum Information Memorandum as provided for abridged prospectus as provided in Part E of Schedule VI of SEBI (ICDR) Regulations, 2018 to the extent applicable, as certified by the Company Secretary/ MD of the Company to be submitted for dissemination on the Exchange website at the time of revocation
10 Additional requirement for companies already suspended prior to implementation of SOP. In terms of SEBI Circular No. SEBI/HO/CFD/CMD/CIR/P/2018/77 dated May 03, 2018, the Exchange shall, 7 days prior to revocation of suspension of trading in shares of the company, issue a notice informing the market participants about the proposed revocation · After revocation of suspension, the trading of shares shall be permitted only on ‘Trade for Trade’ basis (in "T" group at BSE, “BE” series at NSE) for a period of three months from the date of revocation and after this period of three months, trading in the shares of the company shall be shifted back to the normal trading category (after verification of the criteria of % of public and promoter holding in demat mode), after giving prior notice of 7 days
11 Conduct of Site Visit at the registered office of the company The site visit report would be collated to include details of business activity carried out by the company, resources (includes employee details), assets available, etc. In case the company is undergoing restructuring or yet to resume operations, a Business Plan would be required to be submitted detailing with timelines the proposed plan for commencement of operations
12 Change in number and holding of Promoters and Promoters Group As per provisions of the SEBI general order No. 1 of 2015 dated July 20, 2015, “clause 3(b) there should not be any transfer of shares by promoter/ promoter group and directors from the date of the order till three months after the date of revocation of suspension.”.

Companies seeking revocation of suspension are advised to comply with above requirement

Checklist for Revocation of Suspension

Note :

The Method of Calculation of Reinstatement Fee (Effective from January 01, 2022):

by putting in place a flat fee structure as follows:

Period of suspension Reinstatement fees (Rs.)
Less than and equal to 1 year 5 lakh
1 year above and upto 2 years 10 lakh
2 year above and upto 3 years 15 lakh
3 year above and upto 4 years 20 lakh
4 year above and upto 5 years 25 lakh
5 year above and upto 6 years 30 lakh
6 year above and upto 7 years 35 lakh
7 year above 40 lakh

Note :
  • For the companies in respect of which reference has been made to or which under the BIFR reference, a relief is granted to the extent of 50% of the reinstatement fees for the period starting from the date of reference to the BIFR till the date the company has come out of BIFR reference
  • For the companies which are in the process of voluntary winding up or compulsorily winding up and the Exchange has suspended trading based on court order, if such companies do not want to go for winding up but want to go for activation/ revocation after complying with filings under Listing Agreement, the maximum cap of reinstatement fees would be Rs. 5 lakhs plus taxes.
  • It may be noted that the companies seeking revocation of suspension (on account of non-payment of Annual listing fees) shall be required to pay the reinstatement fees as per the above schedule along with applicable Annual Listing Fees.