CORPORATE SECRETARIAL SERVICES
End-to-end share dematerialisation services for private limited companies — mandatory MCA demat compliance handled from start to finish. Our team manages your ISIN application, RTA appointment and shareholder demat process, so you meet every deadline without the complexity.
Dematerialisation of securities (demat) is the process of converting physical share certificates into electronic form — what is commonly called demat of securities in India — held in a demat account with a depository (NSDL or CDSL). The company's shares are assigned an ISIN (International Securities Identification Number) and each shareholder's physical certificates are cancelled and replaced with electronic holdings in their demat account.
For private limited companies in India, dematerialisation is no longer optional. MCA Rule 9B of the Companies (Prospectus and Allotment of Securities) Rules, 2014 (as amended) has made private company dematerialisation mandatory for companies above prescribed thresholds — and the deadlines have already passed for most categories of companies.
Deadline alert: Private companies (other than small companies) were required to complete dematerialisation by 30 September 2024. Small companies have an extended deadline. If your company has not yet complied, penalties and restrictions on share transfers apply. Act immediately.
Under Rule 9B, MCA demat compliance is mandatory for:
A "small company" is defined under Section 2(85) of the Companies Act — paid-up share capital not exceeding ₹4 crore and turnover not exceeding ₹40 crore (as per the latest amendment). All other private companies have already crossed the mandatory deadline.
Our share dematerialisation services cover the complete end-to-end process — from ISIN application to final shareholder confirmation:
Confirming whether your company falls within the mandatory private company dematerialisation requirement, the applicable deadline and any penalties already incurred for non-compliance.
Assisting with the appointment of a SEBI-registered Registrar and Transfer Agent (RTA) — mandatory for companies seeking ISIN allotment from NSDL or CDSL.
Preparing and filing the ISIN application with NSDL or CDSL — including all required documentation (Memorandum, Articles, Board Resolution, share register) and liaison with the depository.
Drafting and sending demat request letters to all shareholders — with step-by-step guidance on opening demat accounts and submitting Demat Request Forms (DRF) to their depository participants.
Collecting old physical share certificates from shareholders, processing cancellation with the RTA, and updating the company's register of members with demat holdings.
Filing of reconciliation statements, updating the register of members, and ensuring all MCA demat compliance filings and disclosures are completed within prescribed timelines.
Non-compliance with the demat of securities in India requirement carries significant consequences:
If your company has already missed the deadline, AAPT can help you complete private company dematerialisation as quickly as possible and advise on compounding any penalties already incurred.
We review your shareholding structure, existing share certificates, register of members and Articles of Association — confirming applicability and identifying any pre-existing compliance gaps.
We draft the Board Resolution for dematerialisation compliance, assist with RTA selection and appointment, and prepare the tripartite agreement between the company, RTA and depository.
We prepare and submit the ISIN application to NSDL or CDSL with all supporting documents — tracking progress and liaising with the depository until ISIN is allotted (typically 15–30 days).
We communicate with each shareholder, guide them through opening demat accounts, collect DRF forms and physical certificates, and coordinate with the RTA for electronic credit to shareholder accounts.
We update the register of members, file required MCA forms, prepare the reconciliation statement and confirm that all shareholders have received electronic credit — closing the engagement with a compliance certificate.
AAPT & Associates combines Company Secretary expertise with CA oversight to deliver end-to-end share dematerialisation services — from the initial Board Resolution to final MCA compliance filing. Our team has handled demat of securities in India for companies across sectors and shareholding structures — including companies with complex shareholding, multiple classes of shares and NRI/foreign shareholders. We manage the entire process, including shareholder communication and RTA coordination, so management does not have to navigate the depository system directly.
Yes. Private company dematerialisation is mandatory under MCA Rule 9B for all private limited companies (other than small companies) with effect from 30 September 2024. Companies that have not yet complied face restrictions on share transfers, dividend declarations and potential penalties under the Companies Act.
An ISIN (International Securities Identification Number) is a unique 12-digit code assigned to a company's securities — it is the identifier used by depositories (NSDL/CDSL) to track electronic holdings. Without an ISIN, a company cannot complete demat of securities in India — so obtaining an ISIN from NSDL or CDSL is the first step in the dematerialisation process.
A Registrar and Transfer Agent (RTA) is a SEBI-registered intermediary that maintains the company's share records and coordinates between the company and the depository. Appointment of an RTA is mandatory for ISIN allotment — all companies completing MCA demat compliance must appoint a registered RTA before applying for an ISIN.
The complete share dematerialisation services process typically takes 45 to 90 days from engagement — including RTA appointment (2–3 weeks), ISIN allotment (15–30 days) and shareholder demat conversion (2–4 weeks depending on the number of shareholders and their responsiveness).
MCA rules require the company to make reasonable efforts to get shareholders to dematerialise. If a shareholder refuses, the company cannot forcibly dematerialise their shares — but the company itself is still compliant once it has completed all required steps (ISIN, RTA appointment, communication) and the non-complying shareholder cannot participate in future transfers until they dematerialise. AAPT advises on managing this situation within the regulatory framework.
Yes. We regularly assist companies with late private company dematerialisation compliance — completing the demat process as quickly as possible and advising on compounding any penalties already incurred for non-compliance with MCA demat requirements. Contact us for an immediate assessment.
Every month of non-compliance increases your penalty exposure and deal risk. Talk to our secretarial team today — we can start the process this week.
