BOMBAY STOCK EXCHANGE SME LISTING REQUIREMENT

Incorporation

The Company shall be incorporated under the Companies Act, 1956/2013.

Financials

Post Issue Paid up Capital

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

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

Net Tangible Assets

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

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 crores.

Other Requirements

It is mandatory for a company to have a website.

It is mandatory for the company to 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.

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

a) " The Company has not been referred to the Board for Industrial and Financial
Reconstruction (BIFR)."

Note: Cases where company is out of BIFR is allowed.

b) There is no winding up petition against the company, which has been admitted by
the court or a liquidator has not been appointed.

The 5 P'S of Listing Process on BSE SME

Planning

The Issuer Company consults and appoints the Merchant Banker/s in an advisory
capacity.

Preparation

The Merchant Banker prepares the documentation for filing after:

conducting due diligence regarding the Company i.e checking the

documentation including all the financial documents, material contracts,
Government Approvals, Promoter details etc.

and planning the IPO structure, share issuances, and financial requirements

Process

Application procedure:

Submission of DRHP/Draft Prospectus - These documents are prepared by the

Merchant Banker and filed with the Exchange as well as with SEBI as per
requirements.

Verification & Site Visit - BSE verifies the documents and processes the same. A
visit to the company's site shall be undertaken by the Exchange official .The
Promoters are called for an interview with the Listing Advisory Committee.
 Approval - BSE issues an In Principle approval on the recommendation of the
Committee, provided all the requirements are compiled by the Issuer Company.

Filing of RHP/Prospectus - Merchant Banker files these documents with the

ROC indicating the opening and closing date of the issue.
Once approval is received from the ROC, they intimate the Exchange regarding the
opening dates of the issue along with the required documents.

Public Offering

The Initial Public Offer opens and closes as per schedule. After the closure of IPO, the
Company submits the documents as per the checklist to the Exchange for finalization
of the basis of allotment.

Post Listing

BSE finalizes the basis of allotment and issues the Notice regarding Listing and
Trading.

Guidelines for Listing

Capital

The post issue face value capital should not exceed Rs. Twenty-five crores.

Trading lot size

The minimum application and trading lot size shall not be less than Rs.
1,00,000/-

The minimum depth shall be Rs 1,00,000/- and at any point of time it shall not
be less than Rs 1,00,000/-

The investors holding with less than Rs 1,00,000/- shall be allowed to offer
their holding to the Market Maker in one lot.

However in functionality the market lot will be subject to revival after a

stipulated time.

Participants
The existing Members of the Exchange shall be eligible to participate in SME Platform.

Underwriting

The issues shall be 100% underwritten and Merchant Bankers shall underwrite 15%
in their own account.