Rule 6: Manner of transfer of shares under sub-section (6) of section 124 to the Fund

Rule 6: Manner of transfer of shares under sub-section (6) of section 124 to the Fund · Complied AI

(3)

The company shall follow the following procedure while transferring the shares, namely:-

(a)

The company shall inform, at the latest available address, the shareholder concerned regarding transfer of shares three months before the due date of transfer of shares and also simultaneously publish a notice in the leading newspaper in English and regional language having wide circulation informing the concerned that the names of such shareholders and their folio number or DP ID – Client ID are available on their website duly mentioning the website address.

(b)

In case, where there is a specific order of Court or Tribunal or statutory Authority restraining any transfer of such shares and payment of dividend or where such shares are pledged or hypothecated under the provisions of the Depositories Act, 1996 or shares already been transferred under sub-rule (1) above, the company shall not transfer such shares to the Fund:

Proviso

Provided that the company shall furnish details of such shares and unpaid dividend to the Authority in Form IEPF-4 Form No. IEPF 3 within thirty days from the end of financial year.

(c)

For the purposes of effecting the transfer, where the shares are dealt with in a depository-

(i)

the Company shall inform the depository by way of corporate action, where the shareholders have their accounts for transfer in favour of the Authority.

(ii)

on receipt of such intimation, the depository shall effect the transfer of shares in favour of DEMAT account of the Authority.

(d)

For the purposes of effecting the transfer where the shares are held in physical form-

(i)

the Company Secretary or the person authorised by the Board shall make an application, on behalf of the concerned shareholders, to the company, for issue of duplicate share certificates;

(ii)

on receipt of the application under clause (a), a duplicate certificate for each such shareholder shall be issued and it shall be stated on the face of it and be recorded in the register maintained for the purpose, that the duplicate certificate is “Issued in lieu of share certificate No….. for purpose of transfer to IEPF” and the word “duplicate” shall be stamped or punched in bold letters on the first page of the share certificate;

(iii)

particulars of every share certificate issued as above shall be entered forthwith in a register of renewed and duplicate share certificates maintained in Form No. SH-2 as specified in the Companies (Share Capital and Debentures) Rules, 2014;

(iv)

after issue of duplicate share certificates, the company shall inform the depository by way of corporate action to convert the duplicate share certificates into DEMAT form and transfer in favour of the Authority.

(d)

For the purposes of effecting the transfer shares held in physical form-

(i)

the Company Secretary or the person authorised by the Board shall make an application, on behalf of the concerned shareholder, to the company, for issue of a new share certificate;

(ii)

on receipt of the application under clause (a), a new share certificate for each such shareholder shall be issued and it shall be stated on the face of the certificate that “Issued in lieu of share certificate No….. for the purpose of transfer to IEPF” and the same be recorded in the register maintained for the purpose;

(iii)

particulars of every share certificate shall be in Form No. SH-1 as specified in the Companies (Share Capital and Debentures) Rules, 2014;

(iv)

after issue of a new share certificate, the company shall inform the depository by way of corporate action to convert the share certificates into DEMAT form and

transfer in favour of the Authority.

(3)

The company shall follow the following procedure, namely:-

(a)

The company shall inform at the latest available address, the shareholder concerned regarding transfer of shares three months before the due date of transfer of shares and also simultaneously publish a notice in the leading newspaper in English and regional language having wide circulation. and on their website giving details of such shareholders and shares due for transfer.

Proviso

Provided that in cases, where the seven years as provided under sub-section (5) of section 124 have been completed or are being completed within three months from the date of Coming into force of these rules, the company shall initiate the aforesaid procedure immediately and transfer the shares on completion of three months;

(b)

In case, In where there is a specific order of Court or Tribunal or statutory Authority restraining any transfer of such shares and payment of dividend, the company shall not transfer such shares to the Fund:

Proviso

Provided that the company shall furnish details of such shares and unpaid dividend to the Authority in Form No. IEPF 3 within thirty days from the end of financial year;

(c)

For the purposes of effecting the transfer where the Shares are dealt with in a depository,-

(i)

the Company Secretary or the person authorised by the Board shall sign on behalf of such shareholders, the delivery instruction slips of the depository participants where the shareholders had their accounts for transfer in favour of IEPF suspense account (name of the company);

(ii)

on receipt of the delivery instruction slips. the depository shall effect the transfer of shares in favour of the Fund in its records.

(d)

For the purposes of effecting the transfer where the shares are held in physical form,-

(i)

the Company Secretary or the person authorised by the Board shall make an application, on behalf of the concerned shareholders, to the company, for issue of duplicate share certificates;

(ii)

on receipt of the application under clause (a), duplicate certificate for each such shareholder shall be issued and it shall be Stated on the face of it and be recorded in the register maintained for the purpose, that the duplicate certificate is “Issued in lieu of share certificate No… for purpose of transfer to IEPF” and the word “duplicate” shall be stamped or punched in bold letters across the face of the share certificate;

(iii)

particulars of every share certificate issued as above shall entered forthwith in a register of renewed and duplicate share certificates maintained in Form NO. SH 2 as specified in the Companies (Share Capital and Debentures) Rules, 2014;

(iv)

after issue of duplicate share certificates. the Company Secretary or the person authorised by the Board, shall sign the necessary Form No. SH 4 i.e„ securities transfer Form as specified in the Companies (Share Capital and Debentures) Rules, 2014, for transferring the shares in favour of the Fund;

(v)

on receipt of the duly filled transfer forms along with the duplicate share certificates, the Board or its Committee shall approve the transfer and thereafter the transfer of shares shall be effected in favour of the Fund in the records of the company.

Notes, amendments & references (51)

in Form No. IEPF-4 within thirty days of the corporate action taken under sub-rule (4) of rule 6A containing details of such transfer and the company shall also attach a copy of order of the Tribunal under sub-section (8) of section 90 of the Act along with declaration that no application under sub-section (9) of section 90 of the Act has been made or is pending before the Tribunal.

(6) The voting rights on shares transferred to the Fund shall remain frozen:

Provided that for the purpose of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, the shares which have been transferred to the Authority shall not be excluded while calculating the total voting rights.

(7) The company shall maintain all such statements filed under sub – rule (3) in the same format along with all supporting documents and the Authority shall have the powers to inspect such records.

(8) All benefits accruing on such shares like bonus shares, split, consolidation, fraction shares and the like except right issue shall also be credited to such DEMAT account [by the company which shall send a statement to the Authority in Form No. IEPF-4 within thirty days of the corporate action containing details of such transfer.]

(9) If the company is getting delisted, the Authority shall surrender shares on behalf of the shareholders in accordance with the Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009 and the proceeds realised shall be credited to the Fund and a separate ledger account shall be maintained for such proceeds.

(10) In case the company whose shares or securities are held by the Authority is being wound up, the Authority may surrender the securities to receive the amount entitled on behalf of the security holder and credit the amount to the Fund and a separate ledger account shall be maintained for such proceeds.

(11) Any further dividend received on such shares shall be credited to the Fund and a separate ledger account shall be maintained for such proceeds.

(12) Any amount required to be credited by the companies to the Fund as provided under sub-rules (9), (10) and sub-rule (11) shall be remitted online to the Authority into the specified account of the IEPF Authority maintained in the Punjab National Bank and the details thereof shall be furnished to the Authority in Form IEPF-1 Form No. IEPF-7 within thirty days of such amount becomes due to be credited to the Fund from the date of remittance .

Provided further that all such amounts shall be transferred to the Authority without any restrictions and no application shall be filed for claiming back such amounts from the Authority.

(13) Authority shall furnish its report to the Central Government as and when non- compliance of the rules by companies came to its knowledge.

Manner of transfer of shares under sub-section (6) Of section 124 to the Fund . Substituted vide IEPF Authority (Accounting, Audit, Transfer and Refund) Amendment Rules, 2017 GSR 178 dated 28.02.2017. To view the notification, Click Here

Inserted vide the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Second Amendment Rules, 2019 dated 14.08.2019 w.e.f., 20.08.2019. To view the Notification, Click Here .

Provided further that Refer General Circular 03/2017 dated 27.04.2017. General Circular 03/2017 has been withdrawn vide General Circular 05/2017. To view the circular, Click Here

Refer General Circular 06/2017 dated 29.05.2017. To view the circular, Click Here

Substituted vide the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Second Amendment Rules, 2017 dated 13.10.2017. To view the notification, Click Here

Inserted vide the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Second Amendment Rules, 2017 dated 13.10.2017. To view the notification, Click Here

Explanation.- Inserted vide the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Second Amendment Rules, 2019 dated 14.08.2019 w.e.f., 20.08.2019. To view the Notification, Click Here .

1.MCA has vide its Circular dated 17.07.2024 merged the Forms IEPF-3 with IEPF-4 and IEPF-7 with IEPF-1 and also changed the payment process thereof in it’s Version 3. To view the Circular, Click Here .

2. MCA vide its Circular dated 16.07.2024, has extended the last date for filing Form IEPF-4 without any additional fees to 16.08.2024. To view the Circular. Click Here .

3. Substituted vide the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Amendment Rules, 2024 dated 16.07.2024. To view the Notification, Click Here . To view the Revised Return, Click Here .

Form No. IEPF 3 To view the form, Click Here

Refer circular regarding extensions under CFSS, 2020. To view the circular, Click Here .

The DEMAT Account details are provided vide General Circular No. 12/2017 dated 16.10.2017. To view the Circular, Click Here

(d) Substituted vide the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Second Amendment Rules, 2017 dated 13.10.2017. To view the notification, Click Here

To view the form, Click Here

The Information of shareholders whose shares are transferred to IEPF’s DEMAT Account is to be sent to NSDL or CDSL, provided vide General Circular No. 12/2017 dated 16.10.2017. To view the Circular, Click Here

(5) Substituted vide the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Second Amendment Rules, 2019 dated 14.08.2019 w.e.f., 20.08.2019. To view the Notification, Click Here .

1. MCA vide its Circular dated 16.07.2024, has extended the last date for filing Form IEPF-4 without any additional fees to 16.08.2024. To view the Circular. Click Here .

2. Substituted vide the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Amendment Rules, 2024 dated 16.07.2024. To view the Notification, Click Here . To view the Revised Return, Click Here .

3. To view the return, Click Here

Form No. IEPF 4 To view the form, Click Here

(7) Substituted vide the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Second Amendment Rules, 2019 dated 14.08.2019 w.e.f., 20.08.2019. To view the Notification, Click Here .

(8) Substituted vide the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Second Amendment Rules, 2019 dated 14.08.2019 w.e.f., 20.08.2019. To view the Notification, Click Here .

Substituted vide the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Third Amendment Rules, 2021 dated 28.12.2021. To view the Notification, Click Here .

Inserted vide the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Third Amendment Rules, 2021 dated 28.12.2021. To view the Notification, Click Here .

(13) Inserted vide the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Second Amendment Rules, 2017 dated 13.10.2017. To view the notification, Click Here

Substituted vide the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Amendment Rules, 2024 dated 16.07.2024. To view the Notification, Click Here .

Punjab National Bank Transferring amounts other than those provided under sub-rules (10), (11) and sub-rule (12) of rule 6 to this Account is strictly prohibited vide General Circular No. 12/2017 dated 16.10.2017. To view the notification, Click Here

Inserted vide the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Third Amendment Rules, 2017 dated 22.05.2018. To view the notification, Click Here

2. MCA vide its Circular dated 16.07.2024, has extended the last date for filing Form IEPF-1 without any additional fees to 16.08.2024. To view the Circular. Click Here .

Form No. IEPF 7 Inserted vide the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Third Amendment Rules, 2017 dated 22.05.2018. To view the notification, Click Here

within thirty days from the date of remittance or within thirty days from the date of enforcement of these Rules, as the case may be 1. Omitted vide the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Amendment Rules, 2024 dated 16.07.2024. To view the Notification, Click Here .

2. Inserted vide the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Third Amendment Rules, 2017 dated 22.05.2018. To view the notification, Click Here

within thirty days from the date of remittance or within thirty days from the date of commencement of the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund), Third Amendment, Rules, 2021, as the case may be Omitted vide the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Amendment Rules, 2024 dated 16.07.2024. To view the Notification, Click Here .

(14) Inserted vide the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Second Amendment Rules, 2017 dated 13.10.2017. To view the notification, Click Here

* Substituted vide IEPF Authority (Accounting, Audit, Transfer and Refund) Amendment Rules, 2017 GSR 178 dated 28.02.2017. To view the notification, Click Here

Refer MCA clarification vide General Circular 15/2016. To view the clarification, Click Here

“ voting right ” means the right of a member of a company to vote in any meeting of the company or by means of postal ballot

Inserted vide Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Amendment Rules, 2021 dated 09.06.2021. To view the notification, Click Here

Form No. IEPF-7 To view the return, Click Here