Issue of Duplicate Share Certificate

Reissue physical share certificates that have been lost, stolen, mutilated, or destroyed.

A share certificate is evidence of ownership, not the ownership itself. Losing one does not cost you the shares — but until it is replaced you cannot dematerialise the holding, transmit it to an heir, or use it to support an IEPF claim. Everything else waits on this step.

The route has changed in a way that surprises most holders: a duplicate is no longer issued as a piece of paper. Under SEBI's framework, securities in such cases are issued in dematerialised form only, credited to your demat account. You are not getting a replacement certificate; you are getting the shareholding back in electronic form, which is where it needed to be anyway.

When a duplicate is the right route

The procedure covers more situations than outright loss:

  • Lost or misplaced certificates, including those lost in transit to a registrar.
  • Destroyed certificates — fire, flood, or simple decay of fifty-year-old paper.
  • Defaced or mutilated certificates where the folio number, distinctive numbers or holder name can no longer be read.
  • Torn or split certificates that a registrar will not accept.
  • Certificates never received after an allotment, bonus or rights issue.

That last case is worth checking before you assume a loss. Certificates for a bonus issue in the nineties were frequently posted to a superseded address and returned undelivered — the registrar may still hold them, in which case this whole procedure is unnecessary.

What the registrar will ask for

The exact set varies with the company, the registrar and the value of the holding, but the shape is consistent:

  • A service request in SEBI's prescribed form for the issue of a duplicate.
  • A notarised affidavit setting out how the certificate was lost, with the folio and distinctive numbers where known.
  • An indemnity bond on non-judicial stamp paper of the value applicable in your state, indemnifying the company against a later claim on the original.
  • A police complaint or FIR, where the holding exceeds the threshold at which the registrar requires one.
  • Newspaper advertisement, again above the applicable threshold, in the form the registrar specifies.
  • PAN, KYC and a bank mandate for the folio, which must be compliant before the request is processed.
  • Client Master List for the demat account the shares will be credited to.

The thresholds that decide whether an FIR and an advertisement are needed are set by SEBI and revised from time to time. We confirm the limit in force before telling you what you need, rather than sending you to a police station unnecessarily.

The order that saves the most time

A duplicate request lands on a folio, and SEBI requires the folio to be compliant before service requests are processed. So the sequence is not negotiable:

  1. Regularise the folio — PAN, KYC, bank details, signature and nomination. A duplicate request on a non-compliant folio does not get processed; it gets returned.
  2. Establish the distinctive numbers from the registrar's folio history, because the affidavit and indemnity need them and almost nobody has them written down.
  3. Complete the FIR and advertisement if the value requires it, in the prescribed wording.
  4. File the request set and answer the objections that follow.
  5. Confirm the demat credit and reconcile the quantity against the folio history, including every bonus and split.

Doing step 1 last is the single most expensive mistake here, and it is the most common one.

If the holder has died

A lost certificate belonging to a deceased holder is two procedures, not one, and the order is fixed: the right to the shares has to be established by transmission first, and the duplicate is then issued to whoever that establishes as entitled. Filing a duplicate request in a dead holder's name does not work.

Where the certificate is lost and the holder has died and the shares have already gone to the IEPF, all three procedures stack. That file is entirely doable — we run them regularly — but it is a months-long exercise and it is worth knowing that at the outset.

Why this is worth doing even for a small holding

Holders often weigh the affidavit, the stamp paper and the advertisement against a holding they believe is worth little, and decide to leave it. Two things usually change that calculation:

  • The holding is larger than the certificate says. Bonuses and splits over twenty or thirty years routinely multiply a holding several times over. The certificate records what was issued, not what is owed.
  • An unreplaced certificate blocks everything else. It cannot be dematerialised, so it cannot be sold; it cannot be transmitted, so it becomes the next generation's problem in a worse state.

We compute the current entitlement before you commit to the cost, so the decision is made against a real number.

How we handle it

We reconstruct the folio from the registrar's records, establish the distinctive numbers, draft the affidavit and indemnity to the registrar's own wording, tell you precisely which of the FIR and advertisement steps your holding requires, and carry the file through to the demat credit. Where the folio also needs KYC, signature or nomination work, we do that first so the request is not returned.

Objection memos are answered with documents. A request that has been pending for months is almost always waiting on one specific thing, and identifying it is most of the job.

Check this before assuming the certificate is lost

A surprising number of "lost" certificates were never received, and that is a much easier problem. Worth eliminating first:

  • Bonus and rights certificates posted to a superseded address and returned undelivered. The registrar may still hold them.
  • Certificates sent to a bank as security for a loan since repaid, and never collected.
  • Certificates lodged for transfer before the cut-off and returned with an objection to an old address — which is a relodgement matter, not a duplicate.
  • Certificates held by a broker or sub-broker from an unsettled old transaction.
  • Shares already dematerialised years ago, where the certificate was surrendered and the holder has forgotten. The holding is in a demat account, not missing.

Retrieving the folio history answers all five, and it is the first thing we do. An affidavit and an indemnity for a certificate the registrar is holding is an avoidable expense.

Frequently asked questions

Will I receive a new paper share certificate?

No. Under the current SEBI framework securities in these cases are issued in dematerialised form, so the shares are credited to your demat account rather than reissued on paper. You will need a demat account in your own name — in the same order of holders as the folio, if it is a joint holding.

I don’t know the certificate or distinctive numbers. Can I still apply?

Yes. Very few holders have these written down. They can be retrieved from the registrar's folio history, and doing so is a normal first step rather than an obstacle. A folio number, the company name or even the registered name and old address is usually enough for us to begin.

Do I have to file a police complaint and publish a newspaper notice?

Only above the value thresholds SEBI prescribes, and those thresholds are revised periodically. For smaller holdings an affidavit and indemnity generally suffice. We confirm the limit in force before you spend anything on either.

What happens if the original certificate turns up afterwards?

It has no value once a duplicate has been issued — the original is cancelled in the registrar's records. That is exactly what the indemnity bond covers. If it surfaces before the duplicate is issued, tell us immediately: the request can be withdrawn and the original used, which is cheaper and faster.

How long does it take?

Where the folio is already compliant and no FIR or advertisement is required, a few weeks to a couple of months is typical. Add time for the advertisement period where one is needed, and considerably more where the folio needs KYC work or the holder has died. The registrar controls the pace; what we control is that the file is complete when it arrives.

Could the registrar already be holding my certificate?

It happens more often than you would expect — bonus or rights certificates posted to an old address and returned undelivered, or a set lodged for transfer and returned with an objection. Retrieving the folio history settles it, and it is the first thing we check before anyone pays for an affidavit.

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