SEBI Relaxes Documentation Requirements for Duplicate Securities

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SEBI has recently relaxed the documentation requirements for issuing duplicate securities certificates and has increased the monetary threshold for simplified documentation from Rs.5 lakhs to Rs.10 lakhs. This change is especially beneficial for investors holding physical share certificates, many of whom face difficulties when such certificates are lost, damaged or destroyed.

The Securities and Exchange Board of India (SEBI) is the main regulatory authority that governs the securities market in India. One of its important objectives is investor protection. Over the years, SEBI has introduced several reforms to simplify procedures, reduce paperwork, and make the securities market more investor-friendly.

Securities

The term securities refers to financial instruments issued by companies to raise money from investors. These include equity shares, preference shares, debentures, bonds and other marketable financial instruments. When a person buys securities, they either become an owner of the company (in the case of shares) or a creditor of the company (in the case of debentures and bonds). Thus, securities represent a legal and financial right in a company.

Earlier, securities were issued in physical paper form known as share certificates. These certificates contained important details such as the name of the shareholder, number of shares held, certificate number, folio number and the company’s seal and authorised signatures. The physical certificate acted as proof of ownership. Although today most securities are held electronically in demat accounts, many investors, especially senior citizens still possess old physical certificates that were issued years ago.

Duplicate Securities

Duplicate securities refer to replacement security certificates issued by a company when the original physical certificate is lost, stolen, torn, destroyed, mutilated or becomes illegible. These duplicate certificates serve as proof of the investor’s ownership or financial rights when the original document is no longer usable. Since securities represent valuable monetary and ownership interests in a company, issuing duplicate certificates involves careful verification. Companies follow procedures to ensure that the request is genuine and to prevent fraud, misuse or multiple claims over the same securities.

What old regulations modified into new one’s

SEBI introduced new rules to make the process of issuing duplicate securities easier and more investor-friendly. Earlier, the procedure was complicated, time-consuming, and costly, especially for small investors and senior citizens holding old physical share certificates. The new rules focus on reducing paperwork, lowering legal costs, and speeding up the process 

Monetary Limit for Simplified Documentation

Under the old rules simplified documentation was allowed only when the value of the lost securities was up to Rs.5 lakhs. If the value exceeded Rs.5 lakhs even by a small amount, the investor had to follow a strict and lengthy procedure. This caused difficulty because the market value of shares had increased over time and many genuine investors crossed the Rs.5 lakh limit without holding a large number of shares.

Under the new rules, SEBI has increased the limit for simplified documentation to Rs.10 lakhs. This means investors whose lost securities are valued up to Rs.10 lakhs can now apply for duplicate securities with fewer documents. This change benefits a large number of small and medium investors and reflects current market conditions.

Documentation Requirements

Under the old rules, investors had to submit multiple documents such as a separate affidavit, a separate indemnity bond, FIR or police complaint, newspaper advertisement and notarised papers. Different companies and Registrars and Transfer Agents (RTAs) often followed different formats, which created confusion and resulted in frequent rejections or delays.

Under the new rules, SEBI has introduced a single standard affidavit-cum-indemnity bond. This document replaces multiple documents and provides a uniform format for all companies and RTAs. For securities valued up to Rs.10 lakhs FIRs and newspaper advertisements are generally not required. As a result, documentation has become simpler, more uniform and easier for investors to understand and comply with.

Notarisation Requirement

Under the old system, notarisation was mandatory in almost all cases irrespective of the value of the securities. Even investors holding small-value shares had to bear the cost and effort of notarisation which sometimes cost more than the value of the shares themselves.

Under the new rules, notarisation has been completely waived for securities valued up to Rs.10,000. In such cases a simple undertaking on plain paper is sufficient. This relaxation is particularly helpful for small investors and senior citizens as it removes unnecessary legal formalities and expenses.

Issuance of Duplicate Securities: Compulsion for Demat Form

Under the old rules, duplicate securities were issued in physical paper form. This means that even after receiving a duplicate certificate there was still a risk of loss, theft, damage or forgery. Physical certificates were also difficult to store safely and easy to misuse.

Under the new rules, SEBI has made it mandatory that all duplicate securities must be issued only in dematerialised (demat) form. Physical duplicate certificates are no longer issued. This ensures better safety, reduces the chances of fraud and promotes digital record-keeping. Investors must now have a demat account to receive duplicate securities. 

Requirement of FIR and Newspaper Advertisement

Under the old rules, filing an FIR and publishing a newspaper advertisement about the loss of securities were usually mandatory even for small or medium-value holdings. This increased the cost and time involved in the process and discouraged many investors from applying for duplicate securities.

Under the new rules, FIRs and newspaper advertisements are not compulsory for securities valued up to Rs.10 lakhs. These are required only in high-value or high-risk cases. This relaxation significantly reduces the legal burden on investors and makes the process faster and more affordable.

Uniformity Across Companies and Registrars

Under the old rules, each company and its RTA followed its own procedures and document formats. This lack of uniformity caused confusion among investors and often led to inconsistent treatment of similar cases.

Under the new rules, SEBI has introduced uniform procedures and standardised formats that must be followed by all companies and RTAs. This ensures consistency, transparency and fairness in the process across the securities market making it easier for investors to understand and follow the rules.

Problems Faced by Investors Under the Old System 

  • Complicated and Lengthy Procedure: Getting a duplicate share certificate was difficult and time-consuming. The process involved many legal steps that were hard for ordinary investors to understand.

  • Excessive Paperwork Requirements: Investors had to submit many documents like FIR, newspaper advertisement, affidavit and indemnity bond, even for small-value shares. This was inconvenient and stressful.

  • High Cost of Compliance: The process was costly due to stamp papers, legal drafting, notarisation and advertisements. In many cases, the cost was equal to or more than the value of shares.

  • Delays and Lack of Uniformity: Applications were often delayed due to different rules followed by companies and registrars. Minor mistakes led to repeated rejections and resubmissions.

  • Investor Frustration and Loss of Confidence: It was a complex process, high costs and delays frustrated investors. Many avoided claiming their shares, showing the need for simpler and investor-friendly SEBI rules.  

Benefits of SEBI’s Decision to Ease Norms for Duplicate Securities 

  • Easy and Investor-Friendly Process: The new rules have simplified the procedure. Reduced documentation has made it easy and convenient for investors.

  • Less Paperwork: The requirement of multiple legal documents has been reduced, saving time and effort for investors.

  • Lower Cost for Investors: Expenses on notarisation, legal drafting, stamp papers and advertisements have been reduced, benefiting small investors and senior citizens.

  • Faster Processing of Applications: Simplified documents allow companies and RTAs to process applications quickly and  reducing delays.

  • Better Safety and Fraud Control: Issuing duplicate securities only in demat form reduces the risk of loss, theft and misuse.

  • Uniform and Transparent System: A single standard procedure ensures uniformity and transparency also improving investor confidence. 

Conclusion

SEBI’s decision to relax the documentation requirements for issuing duplicate securities is an important and positive step towards protecting investors. The old system was complicated, costly and time-consuming which caused frustration and discouraged many genuine investors from claiming their rightful securities. Excessive paperwork, high legal expenses, long delay and lack of uniformity made the process especially difficult for small investors and senior citizens holding physical share certificates.

The new rules have made the system simpler, faster and more transparent. By increasing the limit for simplified documentation to Rs.10 lakhs, reducing paperwork, removing unnecessary notarisation and making FIRs and newspaper advertisements optional in most cases SEBI has reduced both financial and procedural burdens. The compulsory issuance of duplicate securities in demat form also improves safety and prevents fraud. Overall, these reforms strengthen investor confidence, promote fairness and support a modern, digital, and investor-friendly securities market in India.

Frequently Asked Questions (FAQs)

Q1. What are duplicate securities?

Ans. Duplicate securities are replacement certificates issued when original physical share certificates are lost, damaged, torn, destroyed or become unreadable.

Q2. Why did SEBI relax the rules for duplicate securities?

Ans. SEBI relaxed the rules to reduce paperwork, lower costs and make the process easier and faster for investors, especially small investors and senior citizens.

Q3. What is the new monetary limit for simplified documentation?

Ans. The limit has been increased from Rs.5 lakhs to Rs.10 lakhs. Investors with securities valued up to Rs.10 lakhs can now follow a simplified process.

Q4. Is FIR compulsory for getting duplicate securities?

Ans. No. FIR is generally not required for securities valued up to Rs.10 lakhs. It is required only in high-value or high-risk cases.

Q5. Is newspaper advertisement still mandatory?

Ans. No. Newspaper advertisements are not compulsory for securities valued up to Rs.10 lakhs under the new rules.

Q6. Has notarisation been removed completely?

Ans. Notarisation is waived for securities valued up to Rs.10,000. For higher values notarisation may still be required.

Q7. In what form are duplicate securities issued now?

Ans. Duplicate securities are issued only in demat form. Physical duplicate certificates are no longer issued.

Q8. How does issuing securities in demat form help investors?

Ans. It reduces the risk of loss, theft, damage and fraud and ensures better safety and transparency.

Q9. Are the rules same for all companies and RTAs?

Ans. Yes. SEBI has introduced uniform formats and procedures for all companies and RTAs.

Q10. Does this change reduce costs for investors?

Ans. Yes. Costs related to legal drafting, notarisation, stamp papers, and advertisements are reduced or removed in many cases.

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