Section 124 of The Companies Act, 2013
Issuance of Certificates or Receipts/Letters/Advices for securities and dealing with unclaimed securities.
39. (1) The listed entity shall comply with Rule 19(3) of Securities Contract (Regulations) Rules, 1957 in respect of Letter/Advices of Allotment, Acceptance or Rights, transfers, subdivision, consolidation, renewal, exchanges, issuance of duplicates thereof or any other purpose.
(2) The listed entity shall issue certificates or receipts or advices, as applicable, of subdivision, split, consolidation, renewal, exchanges, endorsements, issuance of duplicates thereof or issuance of new certificates or receipts or advices, as applicable, in cases of loss or old decrepit or worn out certificates or receipts or advices, as applicable within a period of thirty days from the date of such lodgement.
(4) The listed entity shall comply with the procedural requirements specified in while dealing with securities issued pursuant to the public issue or any other issue, physical or otherwise, which remain unclaimed and/or are lying in the escrow account, as applicable.
- Any delay by the company towards intimations which are to be made between March 1, 2020 and May 31, 2020 shall not attract penal provisions. To read the relaxation circular by SEBI dated 17.04.2020, Click Here.
SEBI Circular dated 17.04.2020 related to additional relaxations / clarifications in relation to compliance with certain provisions of the LODR, 2015 due to the COVID – 19 pandemic
LODR – SCHEDULE VI
MANNER OF DEALING WITH UNCLAIMED SHARES
[See Regulation 39(4)]
A. The listed entity may delegate the following procedural requirements to a share transfer agent.
B. Reminders to be sent
1. The listed entity shall send at least three reminders at the address as mentioned below:
a. For shares in physical form, reminders shall be sent to the address given in the application form as well as last available address as per listed entity’s record.
b. For shares in demat form, reminders shall be sent to the address captured in depository’s database or address given in the application form, in case of application made in physical form.
C. Procedure in case of non receipt of response to reminders
1. For shares in demat form, the unclaimed shares shall be credited to a demat suspense account with one of the Depository Participants,opened by the listed entity for this purpose.
2. For shares in physical form, the listed entity shall transfer all the shares into one folio in the name of “Unclaimed Suspense Account” and shall dematerialise the shares held in the Unclaimed Suspense Account with one of the Depository Participants.
3. The listed entity shall maintain details of share holding of each individual allottee whose shares are credited to such demat suspense account or unclaimed suspense account, as applicable.
4. The demat suspense account or unclaimed suspense account, as applicable shall be held by the listed entity purely on behalf of the allottees who are entitled to the shares and the shares held in such suspense account shall not be transferred in any manner whatsoever except for the purpose of allotting the shares to the allottee as and when he/she approaches the listed entity.
Provided that all such shares, in respect of which unpaid or unclaimed dividend has been transferred under Section 124 (5) of the Companies Act, 2013, shall also be transferred by the listed entity in accordance with Section 124 (6) of the Companies Act, 2013 and rules made thereunder.
D. Procedure in case of claim by allottee
1. As and when the allottee approaches the listed entity, the listed entity shall, after proper verification of the identity of the allottee either credit the shares lying in the Unclaimed Suspense Account or demat suspense account, as applicable, to the demat account of the allottee to the extent of the allottee’s entitlement,or deliver the physical certificates after re-materialising the same,depending on what has been opted for by the allottee:
Provided that the rematerialising of the physical certificates shall be done only in case where the shares were originally issued in physical form.
E. Dealing with Corporate Benefits (in terms of securities accruing) and Voting Rights on such Unclaimed Shares
1. Any corporate benefits in terms of securities accruing on such shares viz.bonus shares,split etc., shall also be credited to such demat suspense account or unclaimed suspense account, as applicable for a period of seven years and thereafter shall be transferred by the listed entity in accordance with provisions of Section 124(5) read with Section 124 (6) of the Companies Act, 2013 and rules made thereunder.
2. The voting rights on such unclaimed shares shall remain frozen till the rightful owner claims the shares.