NSE Share Transfer Process Post ISIN Activation

Document Summary

In furtherance to the announcement regarding the activation/unfreezing of Company's International Securities Identification Number (ISIN) effective from March 24, 2025, investors/stakeholders are instructed to follow the given steps before executing purchase/sell transactions, as per circular no. SEBI/HO/MRD/MRD-P0D-3/P/CIR/2024/139 dated October 14, 2024.

Step A (Applicable to Trading Members "TM" or Associates of TM or their Agents):

First, ensure that you meet the criteria to be a fit and proper person. Then, visit the provided link (https://www.nseindia.com/investor-relations/shareholding) on the Company's website to review the aggregate shareholding under the category of TMs, their associates, and agents.

• If the aggregate shareholding is less than 45% of the Company's paid-up capital, determine the available head room. If the intended purchase does not exceed the head room, proceed with the transaction. If it exceeds, prior approval from the Company is required. Apply to the Company via email (Secretarialdept@nse.co.in) or through a letter to the Company Secretary at National Stock Exchange of India Limited, Exchange Plaza, C-1, Block G, Bandra Kurla Complex, Bandra (E), Mumbai 400 051, India.
• If the aggregate shareholding is equal to or more than 45% of the Company's paid-up capital, apply to the Company for prior approval via email (Secretarialdept@nse.co.in) or through a letter to the Company Secretary at the address mentioned above.

Step B (Applicable to All Investors):

First, ensure that you meet the criteria to be a fit and proper person.

• If yes, and the intended purchase along with existing shares held by you, along with persons acting in concert with you (if any) is below 2% of paid-up capital, proceed with the transaction.
• If yes, and the intended purchase along with existing shares held by you, along with persons acting in concert with you (if any) exceeds 2% but is below 5% of paid-up capital, proceed with the transaction. You would be required to submit the required information/documents set out in Annexure I within 7 days from the credit of shares to your demat account to enable the Company to conduct a due diligence on whether you are a fit and proper person. An exceptional report will be submitted by the Company to SEBI for the persons who are not found to be fit and proper.
• If yes, and the intended purchase along with existing shares held by you, along with persons acting in concert with you (if any) exceeds 5% of paid-up capital, submit an application containing information/documents specified in Annexure I to SEBI through the Company via email (Secretarialdept@nse.co.in) or a letter to the Company Secretary at the address mentioned above. The Company will conduct a due diligence process and forward the application to SEBI with its recommendation. SEBI’s decision will be communicated to you, after which you may proceed.
• If No, the transaction may not be proceeded with.

The Designated Depository (Central Depository Services (India) Limited) will monitor and inform the Company if the combined holding of all persons resident outside India (directly or indirectly, individually or together with persons acting in concert) breaches 49% of the Company's paid-up equity share capital and take consequential actions as mentioned at paragraph 4.9 of the Circular.

The Circular is available on the Company's website at https://nsearchives.nseindia.com/web/sites/default/files/inline-files/Monitoring shareholding of MII.pdf.

Annexure I:

Lists particulars to be submitted by a shareholder seeking Board approval for holding equity shares in a recognised stock exchange, pursuant to Regulation 19(4) of Securities Contract (Regulation) (Stock Exchanges and Clearing Corporations) Regulations, 2018 (SECC Regulations):

• Name
• Address
• Details of employment/business, if any
• SEBI registration number, if any
• Details of registration with other statutory authorities
• Declaration regarding fulfillment of requirements of regulation 20 of the SECC Regulations
• Details of action/penalties taken/imposed against/upon him/it by any statutory authority in India or abroad
• Details of activities that may, in the opinion of the shareholder, lead to his/its disqualification
• Association with trading members/clearing members of stock exchanges/clearing corporations
• Cases pending before any Court, Tribunal or any other statutory authority in India or abroad, if any.
• Prior approvals from the Board as fit and proper, if any.