Ras Resorts Promoters Announce Delisting Offer for 9,21,582 Equity Shares

Ras Resorts and Apart Hotels Limited 's existing promoters have announced a delisting offer to acquire equity shares from public shareholders, marking a significant corporate development for the Mumbai-based hospitality company. The announcement, made through merchant banker Sobhagya Capital Options Private Limited, outlines the promoters' intention to take full ownership of the company and delist its shares from BSE Limited.

Delisting Offer Details

The promoters plan to acquire up to 9,21,582 fully paid-up equity shares of face value ₹10.00 each, representing 23.22% of the company's paid-up equity share capital. The offer aims to delist all 39,69,743 listed equity shares currently traded on BSE Limited, the only stock exchange where the company's shares are listed.

Parameter Details Shares to be Acquired 9,21,582 equity shares Face Value per Share ₹10.00 Percentage of Capital 23.22% Total Listed Shares 39,69,743 Stock Exchange BSE Limited

Notably, 97,211 equity shares held by the Investor Education and Protection Fund (IEPF) have been excluded from the acquisition calculation, focusing the offer specifically on shares held by public shareholders as defined under SEBI Delisting Regulations.

Regulatory Framework and Approvals

The delisting proposal operates under Regulation 8 of the Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2021. The promoters must secure approval from the Board of Directors and public shareholders through a special resolution via postal ballot. The regulatory framework requires votes cast by public shareholders in favor of the proposal to be at least two times the number of votes cast against it.

Sobhagya Capital Options Private Limited, a SEBI-registered Category-1 Merchant Banking Company, serves as the manager for this delisting offer. The company operates from Noida with SEBI registration number MB/INM000008571.

Strategic Rationale

The promoters have outlined several business justifications for the delisting proposal:

Cost-Benefit Analysis: Compliance costs have become disproportionately high compared to benefits derived from listing status

Resource Optimization: Significant management time and resources currently devoted to regulatory requirements could be redirected toward core business operations

Limited Liquidity: Equity shares have experienced consistently low trading volumes, restricting meaningful exit opportunities for public shareholders

Dividend History: The company has not declared dividends for several years, resulting in limited returns for shareholders

Exit Price Determination

The exit offer price will be determined according to Regulation 19A read with Regulation 20 and/or Regulation 20A of the SEBI Delisting Regulations. The floor price will be established under Regulation 19A, while the final exit price will be determined through either a reverse book building process or at a fixed delisting price, as applicable under SEBI regulations.

Shareholder Consent Requirements

The delisting process requires substantial public shareholder participation. Public shareholders holding 90% or more of the public shareholding must provide written consent for the delisting offer. Shareholders can choose either to sell their equity shares at the offered price or continue holding shares even after delisting from BSE.

The promoters have committed to writing individually to all public shareholders, informing them of the delisting intention and specifying the exit price with appropriate justification. This direct communication ensures transparency in the delisting process and provides shareholders with comprehensive information for decision-making.

RAS Resorts & Apart Hotels Limited has filed its quarterly compliance certificate with BSE Limited, fulfilling regulatory requirements under SEBI's depositories regulations. The hospitality company submitted the mandatory documentation for the quarter ended March 31, 2026, demonstrating adherence to securities market regulations.

Regulatory Compliance Filing

The company submitted its confirmation certificate under Regulation 74(5) of the SEBI (Depositories and Participants) Regulations, 2018 to BSE Limited on April 08, 2026. Company Secretary and Compliance Officer Komal Bafna signed the submission letter, ensuring proper regulatory compliance procedures were followed.

Filing Details: Information Regulation: SEBI Regulation 74(5) Quarter Period: March 31, 2026 Filing Date: April 08, 2026 Scrip Code: 507966

Registrar Confirmation Certificate

Satellite Corporate Services Pvt Ltd, serving as the company's registrar and share transfer agent, issued the confirmation certificate on April 06, 2026. The registrar holds registration number INR000003639 and operates as a Category-I registrar to issue and share transfer agent.

The certificate confirms compliance with dematerialization procedures for the quarter ended March 31, 2026. Director Michael Monteiro signed the certificate on behalf of Satellite Corporate Services, validating the proper handling of physical share certificates.

Dematerialization Process Verification

The registrar certified two critical aspects of the dematerialization process:

Securities comprised in the certificates have been listed on stock exchanges

Physical certificates have been mutilated and cancelled after due verification, with the depository name substituted as the registered owner in company records

Verification Parameters: Status Securities Listing: Confirmed on Stock Exchanges Certificate Processing: Mutilated and Cancelled Record Updates: Depository Name Substituted

Corporate Information

RAS Resorts & Apart Hotels Limited operates with CIN L45200MH1985PLC035044 and maintains its registered office at Rosewood Chambers, Tulsiwadi, Tardeo, Mumbai. The company forms part of the RAS Group of Hotels & Allied Concerns, with resort operations in Silvassa, Dadra & Nagar Haveli.

The quarterly filing represents standard regulatory compliance for listed companies, ensuring transparency in share transfer and dematerialization processes. Such certificates provide stakeholders with assurance regarding proper handling of securities transactions and maintenance of accurate shareholding records.

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