U.P. Hotels Ltd Seeks Delisting Relaxation After MPS Non-Compliance

U.P. Hotels Ltd Seeks Delisting Relaxation After MPS Non-Compliance

U.P. Hotels Ltd Seeks Delisting Relaxation After MPS Non-Compliance​

U.P. Hotels Limited is actively pursuing a voluntary delisting of its equity shares from stock exchanges, having previously faced issues related to Minimum Public Shareholding (MPS) requirements and subsequent non-compliance with these norms. The company recently secured specific relaxations from the regulatory authority to facilitate this process.

The pursuit of delisting follows several years of corporate challenges, including prior instances where the company’s shares were suspended due to listing requirement non-compliance.

Details of Past Delisting Offer​

A previous voluntary delisting attempt provided details regarding the offer scope and shareholder response:

MetricValue
Book Size6,27,040 shares
Floor PriceRs. 154/- per share
Discovered PriceRs. 900/- per share
Equity Shares Offered1,63,460
Share Offering Representation3.03% of total shareholding

The company sought relaxation regarding the application of Regulation 8(1B)(i) of the Delisting Regulations 2009 (related to meeting MPS norms). A key condition set by the regulator for the delisting was that the promoters needed to acquire at least 60% of the existing public shareholding, which equated to approximately 6.97% of the company’s total shareholding.

The first attempt proved unsuccessful in meeting these conditions.

Regulatory Milestones and Recent Approvals​

The company's ongoing efforts have included filings with the regulator seeking modification of previous orders related to MPS non-compliance. This includes requests concerning the prohibition on promoters and directors from trading their shares during the delisting process.

In a recent regulatory review, the authority granted specific relaxations for the purpose of U.P. Hotels Ltd.’s voluntary delisting, subject to several conditions:

1. MPS Relaxation: The company received relaxation from the requirement of compliance with minimum public shareholding norms.
2. Delisting Success Criterion: For a successful delisting in the current scenario, the post-offer shareholding of the Acquirer must reach 90% of the total shares, which is a modification of previous conditions.
3. Promoter Trading Modification: The direction prohibiting promoters and directors from buying or selling securities was modified to allow them to purchase shares from public shareholders during the proposed delisting process.

Financial Performance Snapshot​

The company’s financial performance has been detailed across several years, demonstrating steady trends in profitability and net worth amidst the regulatory processes:

MetricFY2019 (Rs. crore)FY2018 (Rs. crore)FY2017 (Rs. crore)FY2016 (Rs. crore)FY2015 (Rs. crore)
Turnover109.7398.4587.8986.8877.8
Net Profit6.563.054.153.932.71
Net Worth92.5786.0782.4879.8776.59

The regulation granted relaxation was issued with conditions ensuring that the delisting price paid to investors is at least equal to the price determined through the reverse book building process or through independent valuation, whichever is higher. Furthermore, it was stipulated that the promoters would continue to accept shares tendered by any remaining public shareholders for up to two years post-delisting at the original acceptance price.

Stock Price Movement​

UP Hotels Ltd shares closed the day slightly higher, finishing at ₹1447.20, which represents a 1.92% gain. During the trading session, the stock traded within a range that spanned from a low of ₹1440.00 up to its closing high of ₹1447.20.
 

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