Shakti Polytarp Main-Board Move Needs Three Years and Liquidity

Shakti Polytarp can migrate from the BSE Limited SME platform to the main board only after at least three years of listing and satisfaction of BSE Limited’s financial, liquidity, ownership, regulatory and compliance criteria. The disclosed liquidity test includes a minimum Rs 10 lakh average daily turnover over six months, alongside shareholder approval.

Can Shakti Polytarp move to the main board immediately?

No. Shakti Polytarp must be listed for at least three years to meet BSE Limited’s stated listing-track-record requirement for SME-to-main-board migration. Regulation 277 of the Securities and Exchange Board of India (SEBI) Issue of Capital and Disclosure Requirements Regulations, 2018, allows an eligible SME issuer with post-issue face-value capital above Rs 10 crore and up to Rs 25 crore to migrate only if it also fulfils main-board eligibility conditions.

A shareholder vote is necessary but does not independently qualify Shakti Polytarp for migration. The proposal requires a special resolution through a postal ballot, and votes in favour from shareholders other than promoters must be at least twice the votes cast against by those shareholders. BSE Limited also requires a three-year track record under the SEBI Listing Obligations and Disclosure Requirements Regulations, with no pending non-compliance when the application is made.

Shakti Polytarp’s proposed SME listing also has compulsory market making for at least three years from listing, or another period prescribed by BSE Limited. A market maker is a registered intermediary required to support trading in the SME platform security, while the three-year listing test is a separate stated condition for a main-board application.

What financial thresholds apply to a Shakti Polytarp main-board move?

Shakti Polytarp would need to satisfy BSE Limited’s specified capital, valuation and financial criteria at the time of a future application. The paid-up-capital requirement is at least Rs 10 crore, while the stated SME migration market-capitalisation criterion is a six-month average of Rs 100 crore, compared with Rs 1,000 crore for a direct BSE Limited main-board listing.

BSE Limited also sets out a revenue-based alternative of revenue from operations of at least Rs 100 crore in each of the immediately preceding three full financial years. The prospectus presents this alternative with the market-capitalisation condition and again with the operating-profit criterion, so Shakti Polytarp would need to meet the applicable route and all other BSE Limited conditions when it applies.

EBITDA means earnings before interest, taxes, depreciation and amortisation. The BSE Limited operating-profit condition calls for average EBITDA of Rs 15 crore on a restated consolidated basis over three 12-month years, with operating profit in every year and at least Rs 10 crore in each year. Net worth and net tangible assets are also measured on a restated consolidated basis; no more than 50% of net tangible assets may be monetary assets unless the excess has been used, or is subject to firm commitments for use, in the business or a project.

What six-month liquidity tests must Shakti Polytarp meet?

Shakti Polytarp must demonstrate sustained trading over a six-month period rather than rely on a single price or high-volume session. BSE Limited requires at least 5% of the weighted average number of listed equity shares to have traded during that period, and trading must occur on at least 80% of its trading days.

The same six months must produce minimum average daily turnover of Rs 10 lakh and minimum daily turnover of Rs 5 lakh. BSE Limited also requires at least 50 average daily trades and at least 25 trades on a minimum daily basis. These tests measure both the value of trading and the number of transactions, so they require activity to be spread through the period.

BSE Limited defines the average calculation using all trading days in the six-month period. Aggregate turnover and aggregate trades on days when the security traded are each divided by total trading days, not only active days. Consequently, sessions without trading affect both the calculated average and the distinct requirement to trade on at least 80% of days.

What ownership, conduct and compliance conditions remain?

Shakti Polytarp must have at least 20% promoter holding when it applies, although promoter-group holdings may cover a shortfall. Promoter shareholding must be entirely in dematerialised form, meaning electronic rather than physical holdings, and the latest shareholding pattern must show at least 1,000 public shareholders. Promoter or promoter-group shares are subject to a six-month lock-in from BSE Limited listing, subject to the stated exception for companies already nationally traded and meeting all other requirements.

BSE Limited requires no continuing SEBI debarment order against Shakti Polytarp, its promoters, promoter group, directors, or specified related companies. The company, promoters and directors cannot be wilful defaulters, fraudulent borrowers or fugitive economic offenders; Shakti Polytarp cannot have been admitted by the National Company Law Tribunal for winding up or a corporate insolvency resolution process under the Insolvency and Bankruptcy Code.

The criteria additionally bar a non-procedural suspension for SEBI LODR non-compliance during the prior 12 months, pending defaults on bonds, debt instruments or fixed deposits, and pending investor complaints on SEBI’s SCORES platform. Shakti Polytarp cannot be under Enhanced Surveillance Measure, Additional Surveillance Measure, Graded Surveillance Measure or trade-for-trade surveillance when applying. A two-month cooling-off period applies after leaving trade-for-trade status or graded surveillance, while the criteria also require three years in the same line of business with at least 50% of revenue from that continuing activity and no continuing going-concern or materially consequential audit qualification.

Conclusion

Shakti Polytarp’s potential BSE Limited main-board migration is conditional, not an automatic consequence of an SME listing or a shareholder resolution. It requires the three-year listing and SEBI LODR compliance record, prescribed shareholder voting support, six-month trading liquidity, stated capital or financial measures, and continuing regulatory eligibility.

The next disclosed milestones are whether Shakti Polytarp completes the minimum three listed years and maintains the measures BSE Limited tests across six months and three full financial years. Any future application would also have to show at least 1,000 public shareholders, no pending SCORES complaint, and compliance with surveillance, business-consistency, audit and debt-default conditions at the application date.