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For the purpose of listing the company shall be incorporated as a Public Company under the Companies Act, 1956 or 2013, or the entity shall be converted into a Public Company. At present, there are only two SME Exchanges in India i.e. BSE SME platform (BSE) and EMERGE Platform (NSE) and both have their own eligibility criteria for SME listing in addition to the SEBI Guidelines provided for the Listing.


CRITERIA FOR BSE LISTING

1. Post-issue Paid-up Capital:

  • The post-issue paid up capital of the company shall be at least Rs. 3 crore.

2. Financials

A. Networth:

  • Net worth (excluding revaluation reserves) of at least Rs.3 crore as per the latest audited financial results.

B. Net Tangible Assets:

  • At least Rs.3 crore as per the latest audited financial results.

C. Track Record:

  • Distributable profits in terms of Section 123 of the Companies Act 2013 for at least two years out of immediately preceding three financial years (each financial year has to be a period of at least 12 months). Extraordinary income will not be considered for the purpose of calculating distributable profits.

    OR
  • The net worth shall be at least Rs.5 crore.

3. Other Requirements:

  • The Company shall have a Website.
  • The company shall facilitate trading in demat securities and enter into an agreement with both the depositories.
  • There should not be any change in the promoters of the company in preceding one year from date of filing the application to BSE for listing under SME segment.

4.Disclosures:

A certificate from the applicant company / promoting companies stating the following:

  • The Company has not been referred to the Board for Industrial and Financial Reconstruction (BIFR).                                                                                 Note : Cases where company is out of BIFR are allowed.
  • There is no winding up petition against the company that has been accepted by a court.

 

CRITERIA FOR NSE LISTING

1. Post-issue Paid-up Capital:

The post issue paid up capital of the company (face value) shall not be more than Rs. 25 crore.

2. Track Record

  • The company should have track record of atleast 3 years.
  • The company should have positive cash accruals (earnings before depreciation and tax) from operations for atleast 2 financial years preceding the application and its net-worth should be positive.

3. Other Requirements:

  • The applicant Company has not been referred to Board for Industrial and Financial Reconstruction (BIFR).
  • No petition for winding up is admitted by a Court of competent jurisdiction against the applicant Company.
  • No material regulatory or disciplinary action by a stock exchange or regulatory authority in the past three years against the applicant company.

4. Disclosures:

The following matters should be disclosed in the offer document:

  • Any material regulatory or disciplinary action by a stock exchange or regulatory authority in the past one year in respect of promoters/promoting company(ies), group companies, companies promoted by the promoters/promoting company(ies) of the applicant company.
  • Defaults in respect of payment of interest and/or principal to the debenture/bond/fixed deposit holders, banks, FIs by the applicant, promoters/promoting company(ies), group companies, companies promoted by the promoters/promoting company(ies) during the past three years. An auditor's certificate shall also be provided by the issuer to the exchange, in this regard.
  • The applicant, promoters/promoting company(ies), group companies, companies promoted by the promoters/ promoting company(ies) litigation record, the nature of litigation, and status of litigation.
  • In respect of the track record of the directors, the status of criminal cases filed or nature of the investigation being undertaken with regard to alleged commission of any offence by any of its directors and its effect on the business of the company, where all or any of the directors of issuer have or has been charge-sheeted with serious crimes like murder, rape, forgery, economic offences etc.