Transfer of Shares to IEPF – Legality and Practicality
12 January 2017 • Nupur Singhal
As per Section 124(6) of the Companies Act, 2013, all the shares, in respect of which unpaid or unclaimed dividend are transferred to IEPF,shall also be transferred in the name of IEPF within 30 days of such transfer of shares becoming due (Rules are yet to be notified for simplifying such transfer of shares to IEPF).
PROCEDURE TO TRANSFER SHARES TO IEPF
- The Board shall authorize Company Secretary or any other person to sign the relevant documents.
- The company shall inform the shareholders concerned whose shares are to be transferred at their last known address 3 months before the due date of transfer of shares.
- Simultaneously, it shall publish a notice in English and regional language having wide circulation and on their website giving details of such shareholders and shares due for transfer.
- In case of demat shares, the person authorized by the Board shall sign the Delivery Instruction Slips on behalf of such shareholders for transfer in favor of IEPF suspense account (name of the company).
- In case of physical shares, the following procedure needs to be followed:
- The person authorized by the Board shall apply for duplicate share certificates to the company on behalf of such shareholders and then the company shall issue duplicate share certificates and it shall be stated on the face of it- “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.
- After this, the person authorized by the Board shall sign form no. SH-4 on behalf of shareholders for transferring the shares in favor of the Fund.
- On receipt of all the documents, the Board or its Committee shall approve the transfer and thereafter thetransfer of shares shall be effected in favor of the Fund in the records of the company.
OTHER IMPORTANT POINTS
- While effecting such transfer, the company shall send a statement to the Fund in Form No. IEPF 4 containing details of such transfer.
- Exception:In case the beneficial owner has encashed any dividend warrant during the last 7 years, such shares shall not be required to be transferred to the Fund even though some dividend warrants may not have been encashed.
- The company or depository, as the case may be, shall preserve copies of the depository instruction slips, transfer deeds and duplicate certificates for its records.
- When the physical shares are transferred, the Authority shall demat these shares and it shall keep only those shares in physical form, where demat of shares is not possible.
- The voting rights on shares transferred to the Fund shall remain frozen until the rightful owner claims the shares.
The Authority shall maintain IEPF suspense account (name of the company) with DP on behalf of the shareholders who are entitled for the shares and all benefits accruing on such shares e.g. bonus shares, split, etc. except right issue shall also be credited to such account.
For various Timelines of Transfer to IEPF, refer to the Various Timelines Under the Comopanies Act, 2013 for IEPF Compliances.
For information on Procedural Aspects of Transfer of Dividend to IEPF, refer to the Transfer of Shares to IEPF – Procedural Aspects.