Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2021
Summary
This part comprises the Preliminary Chapter I of the Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2021 as amended up to September 3, 2025. It sets out the short title, commencement upon publication in the Official Gazette, and definitions for terms including acquirer, delisting, floor price, fixed delisting price and Investment Holding Company. The regulations were made in exercise of powers conferred by section 31 read with section 21A of the Securities Contracts (Regulation) Act, 1956 and section 30, sub-section (1) of section 11 and sub-section (2) of section 11A of the Securities and Exchange Board of India Act, 1992. This part comprises Chapter II on scope and conditions for delisting and Chapter III Part A and Part B on voluntary delisting. It sets eligibility conditions, prohibitions on acquirers and exemptions for innovators growth platform listings and Insolvency Code resolution plans. It prescribes procedures for delisting without exit opportunity where shares remain on a nationwide trading terminal exchange and for delisting from all exchanges requiring an exit opportunity, initial public announcement, manager appointment and board app
Text
These regulations shall be called the Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2021.
They shall come into force on the date of their publication in the Official Gazette.
“Act” means the Securities and Exchange Board of India Act, 1992 (15 of 1992);
“acquirer” includes a person - (i) who decides to make an offer for delisting of equity shares of the company along with the persons acting in concert in accordance with regulation 5A of the Takeover Regulations as amended from time to time ; or (ii) who is the promoter or part of the promoter group along with the persons acting in concert.
“Board” means the Securities and Exchange Board of India established under section 3 of the Act;
“bidding period” means the period within which shareholders may tender their shares in acceptance of the offer for delisting of equity shares of the company made under these regulations;
“company” means a company within the meaning of sub-section (20) of section 2 of the Companies Act, 2013 (18 of 2013) and includes a body corporate or corporation established under any enactment for the time being in force, whose equity shares are listed on a recognised stock exchange;
“compulsory delisting” means delisting of equity shares of a company by a recognised stock exchange under Chapter V of these regulations;
“delisting” means permanent removal of equity shares of the company from the trading platform of a recognised stock exchange, either by way of voluntary or compulsory method;
“delisting period” means the period between the date of initial public announcement and the date of payment of consideration to the shareholders, whose shares have been accepted in the reverse book building process or the date on which shares have been returned upon failure of the delisting offer, as the case may be;
“discovered price” means the price discovered through reverse book building process in terms of Schedule II of these Regulations;
“fixed delisting price” means the fixed price offered by the acquirer for undertaking delisting of the equity shares of the company through fixed price process;
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Source: SecMarx — Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2021. Verbatim text is public record; SecMarx structuring (linkage to applying orders) is cited to us.