SEBI Introduces Key Changes To Rules On Duplicate Share Certificates

The latest changes to duplicate share certificate rules from SEBI are drawing attention across investor circles, and the main keyword fits naturally here as shareholders, listed companies and registrars assess how the revised framework will streamline claim processing and reduce fraud risk.

New Rules Aim To Simplify Investor Claims
SEBI’s updated framework focuses on faster resolution of duplicate certificate requests while strengthening verification protocols. Historically, the process for obtaining replacements was slow because companies required multiple physical documents, police reports and manual verification. Investors faced long delays, especially when company records were outdated or when share transfers were pending reconciliation. The revised rules now aim to reduce procedural bottlenecks and bring uniformity across listed entities and their registrars and transfer agents. By shifting several steps to a digital environment and mandating a standardised workflow, SEBI seeks to improve transparency for all stakeholders.

Key Changes Under SEBI’s Revised Framework
The secondary keyword latest changes appears naturally here as the new framework includes notable modifications that affect investors directly. One of the major changes is the acceptance of digital documentation for initiating duplicate certificate claims. Investors can now submit self attested digital copies of identity proofs and supporting documents, reducing dependency on physical paperwork. SEBI has also improved the role of KYC linked data, allowing companies and registrars to validate shareholder details digitally. Another change involves the affidavit and indemnity requirement. The updated process simplifies these formats and reduces the need for complex legal drafting. This adjustment helps small investors who previously struggled with notarisation and legal formatting.

Stronger Verification And Fraud Prevention Measures
The framework introduces enhanced verification layers to prevent misuse. Duplicate share certificate requests have historically been sensitive because fraudulent claims can lead to disputes and unauthorised share transfers. SEBI now requires registrars and companies to carry out digital cross checks with PAN linked records, address validations and signature samples available in electronic systems. In cases with mismatched data or high risk indicators, companies must conduct additional due diligence before issuing the replacement certificate. This includes contacting the investor or nominee directly and verifying historical transaction records. These measures aim to strike a balance between faster processing and robust security.

Timeline And Procedural Clarity For Listed Companies
A key improvement is the introduction of specific processing timelines. Listed entities and registrars must acknowledge investor requests promptly and complete verification within a defined window. This clarity prevents indefinite delays and ensures that companies remain accountable during the replacement process. SEBI has also clarified that once verification is completed and indemnity obligations are fulfilled, companies must issue the duplicate certificate within a short period. The clearer timeline benefits investors who rely on physical certificates to complete legacy transfers, transmission formalities or settlement of inherited assets.

Impact On Physical Shareholders And Legacy Portfolios
Many investors still hold physical share certificates from earlier decades, especially in cases of inheritance or long term holdings. These certificates are vulnerable to wear, misplacement or loss, making replacement essential before transferring them into dematerialised form. The new rules simplify the process for such investors by reducing documentation hurdles and ensuring that registrars follow a consistent approach. The updated framework also encourages investors to complete KYC and link PAN and Aadhaar records to avoid verification delays. For families handling inherited assets, the clarity in affidavit formats reduces confusion and lowers legal costs.

Interaction With Dematerialisation And Future Transition
SEBI’s changes also align with its broader agenda to push complete dematerialisation of shareholdings. As the capital market ecosystem moves towards fully digital securities, the number of physical certificates is expected to decline steadily. However, until legacy holdings are fully converted, replacement of lost or damaged certificates remains necessary. The revised rules ensure that investors can complete these transitions smoothly. Registrars will now maintain better digital records of certificates issued, reducing disputes over duplicate issuances. This move supports long term market transparency and reduces operational risks for companies.

Investor Responsibilities Under The New Rules
While SEBI has eased several procedural requirements, investors must still ensure accurate submission of documents and compliance with updated guidelines. They must provide correct signatures, updated contact information and KYC linked data to avoid delays. Investors handling inherited certificates must keep succession documents ready and ensure that details match company records. Awareness of procedural updates will help shareholders complete replacements more efficiently and reduce back and forth communication with registrars.

Takeaways
SEBI has introduced streamlined rules for issuing duplicate share certificates.
Digital documentation, standardised affidavits and clear timelines are major improvements.
Enhanced verification aims to prevent fraud while speeding up claim processing.
Changes support long term transition toward full dematerialisation of shareholdings.

FAQs
What is the main objective of SEBI’s updated rules?
To simplify the process for issuing duplicate share certificates while reducing fraud risk through digital verification.

Do investors still need affidavits and indemnity bonds?
Yes, but the formats have been simplified and are easier for investors to complete without complex legal drafting.

How will verification be done under the new framework?
Registrars will use PAN linked data, digital KYC records, signature samples and historical transactions for verification.

Are the changes relevant for demat account holders?
Indirectly, yes. Physical certificates still require replacement before dematerialisation, and the new rules make that process more efficient.