[15-12G] Brooge Energy Limited SEC Filing

Rhea-AI Filing Summary

Brooge Energy Limited (BROG) submitted a Form 15-12G to the SEC on 19 June 2025 to terminate the registration of its ordinary shares under Section 12(g) and to suspend its reporting obligations under Sections 13 and 15(d) of the Exchange Act. The company is relying on Rule 12g-4(a)(1) and Rule 15d-6, which permit deregistration because it has fewer than 300 record holders (59 as of the filing date). Once effective, Brooge Energy will cease filing periodic reports such as 10-K and 10-Q, eliminating mandatory public disclosure requirements and reducing compliance costs. The filing was signed by Siavosh Hossein on behalf of the company.

Insights

Financial Analyst

TL;DR: BROG is deregistering; investors will lose mandated disclosures—negative transparency, modest cost savings.

Brooge Energy’s Form 15 indicates it will exit SEC reporting due to only 59 shareholders, satisfying Rule 12g-4(a)(1). Deregistration usually lowers administrative expense but materially reduces transparency and liquidity for U.S. investors; the shares may shift to over-the-counter trading with higher bid-ask spreads. For governance-focused investors, the move is negative because financial statements and MD&A will no longer be filed on a regular basis, increasing information risk. No financial metrics, debt updates, or strategic rationale were provided beyond legal eligibility, so the market impact hinges mainly on lost disclosure rather than fundamentals.

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 15

 

CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER

SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION

OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934.

 

Commission File Number 001-39171

 

BROOGE ENERGY LIMITED

 

(Exact name of Issuer as specified in its charter, and name of Exchange where security is listed and/or registered)

 

c/o Brooge Petroleum and Gas Investment Company FZE

P.O. Box 50170

Fujairah, United Arab Emirates

(Address of principal executive office)

 

 

(Address, including zip code, and telephone number, including area code, of Issuer’s principal executive offices)

 

Ordinary shares, $0.0001 par value per share

 

(Description of class of securities)

 

Please place an X in the box(es) to designate the appropriate rule provision(s) relied upon to terminate or suspend the duty to file reports:

 

Rule 12g-4(a)(1)	☒
Rule 12g-4(a)(2)	☐
Rule 12h-3(b)(1)(i)	☐
Rule 12h-3(b)(1)(ii)	☐
Rule 15d-6	☒
Rule 15d-22(b)	☐

 

Approximate number of holders of record as of the certification or notice date: 59

 

 

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 	BROOGE ENERGY LIMITED
 	 	 
Date: June 19, 2025	By:	/s/ Siavosh Hossein
 	Name: 	Siavosh Hossein
 	 	On behalf of Brooge Energy Limited

 

SEC 2069 (08-11) Potential persons who are to respond to the collection of information contained in this Form are not required to respond unless the Form displays a currently valid OMB control number.