DEmat of shares in private and unlisted public companies

[Anita Kaudinya]

Hi, For demat of shares as per Rule 9B the company is required to comply/obtain ISIN within 18 months which means the law has given the last date for compliance BUT in rule 9A there is no such time limit given, is that means unlisted closely held public companies which have only family members as shareholders can get the ISIN any time before making any new issue or tentative transfers? As they are not allowed to do these things in physical shares. In the whole section and rules nowhere the timeline is mentioned for unlisted public companies. Pl. share yr views

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Thanks & Regards

Anita Kaudinya
Ask Associates
Company Secretaries
B-5/501, Experion Heartsong, Sector-108
Gurugram, Haryana-122006

[Vinod Kumar Agarwal]

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[Anita Kaudinya]

Thanks Mr. Agarwal for sharing the article but these are the views of a professional and ideally it should be on these lines but Rule 9B, specifies a clear 18-month compliance window from the end of a relevant financial year, with an extended deadline of June 30, 2025. In contrast, Rule 9A, which applies to unlisted public companies, does not prescribe a fixed timeline. Instead, compliance is triggered by corporate actions such as a new issue of securities, bonus issue, rights issue, or buyback. This means an unlisted public company must obtain an ISIN and set up dematerialisation facilities before undertaking any such action.

And as there is no statutory deadline, the ISIN may be delayed but must be obtained before any new issuance or transfer of securities in closely held companies.

This is my interpretation,waiting for other professional views

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[Vinod Kumar Agarwal]

Please discuss on phone

98 101 94149

Vinod Agarwal

Advocate

Delhi

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[Prahalad Kumar]

Dear Esteemed Member,  

September 30 2025, was the last date to obtain the ISIN for unlisted public companies and non small companies. After that penalty may attract under section 450 of the companies Act 2013.

@Vinod Agarwal sir please express your views here. This the motive of joining the group. Your experienced views may benifit to other group member also.   Discussion on phone will not the meet purpose of forming the group and joining the group.

Thanks 

CS Prahalad Kumar 

Mob: 7982691865

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[Vinod Kumar Agarwal]

The issue is PAS 6, which cannot be filed without obtaining and holding a valid ISIN for the securities, which will also become a continuing default and lead to a lot of complications and fines/penalties

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[Anita Kaudinya]

Can you share the notice/circular or any document mentioning that September 30 2025, is the last date to obtain ISIN for unlisted public companies? 

and yes u are right it will be beneficial for all if @Vinod Agarwal sir share his view here.

On Fri, 24 Oct 2025 at 19:03, Prahalad Kumar <email2p...@gmail.com> wrote:

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[Prahalad Kumar]

Mca notification dated 12.02.2025

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[Anita Kaudinya]

That notification is for rule 9B only

Thanks & Regards

Anita Kaudinya
Ask Associates
Company Secretaries
B-5/501, Experion Heartsong, Sector-108
Gurugram, Haryana-122006

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[CS Parth Joshi]

In my opinion, RULE 9A (1) (b) mandates the " facilitate the securities only in dematerialized form" So in view of compliance of giving facility to the existing shareholder, one should not wait for any further corporate action and provide an option for demat.

Pl share your views

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Thanking You...!!

Professionally Yours.

CS Parth Joshi (ACS, B.com)

Mo: 9687720440