In a major move aimed at improving investor experience and enhancing ease of doing investment, the Securities and Exchange Board of India (SEBI) has released a Consultation Paper inviting public comments on proposed reforms for the simplification and standardization of procedures for issuing duplicate securities certificates. This initiative seeks to reduce documentation burdens, bring uniformity across Registrars and Transfer Agents (RTAs), and address long-standing investor grievances.
Background: Why Reform Is Needed
Under the existing framework—outlined in SEBI’s Master Circular for Registrars to an Issue and Share Transfer Agents dated June 23, 2025—inventors applying for duplicate share certificates must comply with several requirements. These include:
- Filing an FIR/e-FIR, police complaint, court injunction order, or accepted plaint containing detailed security information.
- Publishing a newspaper advertisement announcing the loss of securities.
- Submitting separate Affidavit and Indemnity Bonds on non-judicial stamp papers.
Although certain relaxations exist for cases where the value of lost securities is ₹5 lakh or less, investors often face hurdles due to inconsistent practices among various RTAs and listed companies. Feedback from investors and discussions with the Registrar Association of India (RAIN) highlighted the need for a more streamlined, investor-friendly process.
Key Proposals for Simplification
To address these challenges and align processes with the growing scale and sophistication of the Indian securities market, SEBI has proposed the following measures:
1. Increasing the Threshold for Simplified Documentation
The current value cap of ₹5 lakh for availing simplified procedures was set many years ago, when market participation and portfolio sizes were significantly smaller. Given the rapid expansion of India’s capital markets and rising investor wealth, this limit no longer reflects current realities.
SEBI now proposes increasing the simplified documentation threshold to ₹10 lakh.
This will allow a larger number of investors to bypass the cumbersome requirements of FIRs and newspaper advertisements, making the process faster, cheaper, and less stressful.
2. Standardizing Documentation for Duplicate Certificates
A major source of investor inconvenience today is the requirement to execute two separate documents—an Affidavit and an Indemnity Bond—each on separate stamp papers. For many investors, the cost of stamp duty exceeds the value of the securities themselves.
To eliminate this inefficiency, SEBI proposes introducing a single combined Affidavit-cum-Indemnity Form, thereby:
- Reducing duplication
- Lowering stamp duty cost
- Streamlining documentation
Additionally, SEBI has clarified that stamp duty will apply based on the state of residence of the investor, ensuring consistency with practices followed by the Investor Education and Protection Fund Authority (IEPFA).
3. Formalizing the Practice of Newspaper Advertisements by Companies
Market feedback indicates that most listed companies already publish loss-of-securities advertisements on behalf of investors. SEBI proposes formalizing this practice, relieving investors of yet another procedural step.
A Step Toward Investor-Centric Market Regulation
SEBI’s proposals mark a thoughtful and timely modernization of documentation requirements, reflecting the regulator’s commitment to improving investor convenience while maintaining robust safeguards. By encouraging standardization across RTAs and reducing avoidable friction, the reforms aim to create a more seamless and efficient experience for millions of investors.
Public comments on the consultation paper will help shape the final framework, paving the way for simpler, faster, and more accessible processes for issuing duplicate securities certificates.