SEBI Opens 6-Month Window to Re-Lodge Rejected Transfers

Circular No. SEBI/HO/MIRSD/MIRSD-PoD/P/CIR/2025/97; Dated: 02.07.2025

In a significant move to resolve long-pending issues related to physical share transfers, the Securities and Exchange Board of India (SEBI) has announced a 6-month special window from July 7, 2025, to January 6, 2026. This initiative provides shareholders with an opportunity to re-lodge transfer deeds that were originally lodged before April 1, 2019 but were rejected or returned due to deficiencies in documentation or processing.

1. Background – Challenges in Physical Share Transfers

Under SEBI’s earlier mandate, the transfer of securities in physical form was discontinued effective April 1, 2019, with a shift toward compulsory dematerialisation. However, numerous shareholders had lodged transfer deeds before the cut-off date that were returned or rejected for reasons such as:

• Incomplete or incorrect documents
• Signature mismatches
• Other procedural deficiencies

These shareholders were left without recourse, unable to resubmit their transfer requests under the revised norms.

2. Special Window to Resolve Legacy Issues

To address these legacy grievances, SEBI’s special window will allow eligible shareholders to re-lodge previously rejected transfer deeds. However, SEBI has clearly specified that any such re-lodged securities must be issued only in demat mode, in line with the current regulatory framework.

3. Compliance Obligations for Listed Companies and RTAs

SEBI has directed listed companies and their respective Registrars and Transfer Agents (RTAs) to facilitate the smooth handling of these transfer-cum-demat requests during the special window. They are required to:

• Verify and process re-lodged requests in a timely manner
• Ensure compliance with dematerialisation norms
• Avoid unnecessary delays or rejections due to minor procedural issues

4. Encouraging Investor Protection and Market Efficiency

This move by SEBI reinforces its commitment to investor protection and aims to bring closure to long-standing transfer issues. It also aligns with the regulator’s ongoing push for digitalisation, transparency, and operational efficiency in the Indian securities market.

Shareholders who are eligible for re-lodging are encouraged to act within the specified timeframe to dematerialise their holdings and ensure seamless ownership transfer.

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