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Delisting: Forced and Voluntary, and Its Impact on Investors

| Source: CNBC Translated from Indonesian | Regulation
Delisting: Forced and Voluntary, and Its Impact on Investors
Image: CNBC

Delisting: Forced and Voluntary, and Its Impact on Investors

Jakarta, CNBC Indonesia - The Indonesia Stock Exchange has once again announced plans to remove the listing of shares or delist 18 issuers in mid-April 2026.

According to the official statement from the exchange, this decision was taken because the related companies are experiencing conditions that significantly affect their business continuity, both financially and legally, without any indication of adequate recovery.

The planned delisting, scheduled to take effect on 10 November 2026, once again highlights the importance of investors understanding the mechanism for issuers being removed from the capital market.

In principle, this corporate action is divided into two main categories: forced delisting due to a decline in fundamental performance and voluntary withdrawal from the exchange.

Categories of Share Delisting

The case affecting the 18 issuers currently is an example of the implementation of forced delisting. Based on data from the Indonesia Stock Exchange (BEI), the issuers on this list are divided into two main groups with specific constraints.

The first group consists of seven companies that have been legally declared bankrupt, such as the textile company PT Sri Rejeki Isman Tbk (SRIL) and PT Cowell Development Tbk (COWL).

Meanwhile, the second group includes 11 companies that have experienced trading suspensions of their shares for more than 50 consecutive months without measurable restructuring progress.

Before imposing the delisting sanction, the exchange authorities stated that they had carried out coaching, monitoring, and provided early warnings periodically to the issuers and investors.

In contrast to that situation, the capital market also facilitates the mechanism for voluntary share delisting. This step is generally taken by companies with stable performance but deciding to change their legal status to a closed company.

The main reason management chooses voluntary delisting is usually related to compliance cost efficiencies with the exchange and greater flexibility in implementing business strategies.

Without public company status, management has higher flexibility because they are no longer required to publish financial reports routinely.

Regulations on Buyback Prices

In the implementation of voluntary delisting, the Financial Services Authority has established a regulatory framework to provide legal certainty for public shareholders.

One of the main rules is the obligation for controlling shareholders to conduct a voluntary tender offer. This rule includes provisions for a floor price that cannot be determined unilaterally by the issuer’s management.

Based on the capital market authority’s provisions, the tender offer price must use the highest value from several established valuation methods.

The first parameter is based on the highest average trading price in the regular market for 90 days before the announcement of the planned General Meeting of Shareholders regarding the delisting.

If the issuer’s share trading is in temporary suspension status, the calculation uses the highest average price for 90 days before the suspension was applied.

The second parameter is the fair value of the shares calculated by independent appraisers registered with the OJK. Controlling shareholders are required to absorb public shares at the same price or higher than the independent valuation result. This regulation is designed so that investors receive fair value for their investment when the company exits the exchange.

Financial Consequences for Investors

The difference between the two delisting scenarios directly impacts the liquidity of public investments. In the case of voluntary delisting, retail investors have a means to liquidate their share ownership through the tender offer mechanism.

If investors participate in the offer period, their investment funds will be returned according to the price set by the regulator.

The administrative consequences that arise are the loss of future access to share ownership and the risk of reduced liquidity if investors miss the share submission deadline.

In contrast, the forced delisting process provides different liquidity consequences. Companies that are forcibly delisted generally experience operational cash limitations, making it difficult to buy back public shares.

In bankruptcy situations, such as those experienced by the seven companies on the list of 18 issuers currently, legal rules place equity holders at the last priority in the distribution of asset liquidation proceeds.

Remaining obligations to the state, employees, and bank creditors will be settled first by the curator. Given that the obligations of bankrupt companies generally exceed asset values, the portion of fund returns to regular market shareholders depends on the remaining legal settlements.

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