INVESTOR INTERFACE WITH THE R&T AGENT

Investor Interface with the R&T Agent

Definition: The R&T Agent is the focal point for all service requirements for the investors’ holdings in securities.
Details: The common service requests that investors have are:
- Transfer of ownership
- Recording change in address, bank particulars, power of attorney etc.
- Issue of duplicate share certificates
- Stop Transfers
- Transmission

Key Services Provided by R&T Agent

Transfer of Securities: The procedure involves sending the original securities along with an instrument of transfer duly filled in, signed by the transferor(s) and the transferee(s) and franked/stamped with the value of stamp duty to the R&T Agent.
Recording Change in Investor Information: This includes changes in address, bank particulars, power of attorney, etc. and requires the investor to furnish PAN, nomination/ opt-out of nomination, contact details, bank account details and specimen signature.
Issue of Duplicate Certificate of Securities: The R&T Agent issues a duplicate certificate of securities in case the original certificate is lost or damaged.
Stop Transfers: The R&T Agent stops the transfer of securities in case of any dispute or issue with the transfer.
Transmission: The R&T Agent facilitates the transmission of securities in case of death of the security holder.

SEBI Guidelines

Dematerialization: SEBI has decided that except in case of transmission or transposition of securities, requests for effecting transfer of securities shall not be processed unless the securities are held in dematerialized form with a depository.
KYC: SEBI has issued guidelines for Know Your Client (KYC), which involves identifying and verifying the client’s identity and the identity of the beneficial owner through documents submitted for Proof of Identity (PoI) and Proof of Address (PoA).

Investor Charter

Services Provided by RTAs: SEBI has issued an Investor Charter for the RTAs, which includes services such as:
- Providing details of allotment and clarification on allotment
- Processing change in/ updation of the KYC details of the investors
- Processing and updating investor holding/ title change requests
- Processing of other requests, viz., recording of declaration w.r.t. exemption/ lower tax rates for TDS on dividend/interest
- Execution and intimation of other corporate actions viz., ESOPs, Dividend payment, Stock split, Bonus issue and Merger/Demerger activities.

Investor Interface with the R&T Agent (Part 2)

Change in Address

Documentation: Self-attested copy of proof of identity (PAN Card/Valid Passport) and proof of new address (Valid Passport, Aadhaar Card, Election Identity Card, Utility Bill, or Bank Statement).
Verification: The R&T Agent verifies the signature with the specimen signature recorded with them and updates the records with the new address.
Intimation: The intimation of the change is sent to the new and old address of the security holder.

Change in Bank Details

Documentation: Request signed by the first named security holder, supported by an original unsigned cancelled cheque for the said account, bearing the name of the security holder.
Verification: The R&T Agent verifies the signature with the specimen, updates the records with the new bank details, and intimates the security holder.
Additional Proof: Additional documentary proof of identity may be sought from the security holder on a case-to-case basis.

Registering a Power of Attorney (POA)

Documentation: The R&T Agent verifies the signature of the security holder and the powers assigned to the donee.
Registration: The details of the holder and the attorney are recorded, and a registration number is assigned along with the date, which is intimated to the security holder or the donee.
Signature: The signature of the donee is scanned and maintained by the R&T Agent.

Registering Nomination

Documentation: SH-13 document, along with address details, photo identity proof, and witnessed signature of the nominee.
Verification: The R&T Agent verifies the signatures of the security holder/s, correct folio number, and other details.
Nomination ID: A unique Nomination ID is generated, which is noted down on all nomination request documents.

Registering Form 15H and 15G for Dividend Processing

Purpose: To avoid tax deduction at source (TDS) on dividend income, if the income is within exempted limits.
Eligibility: Form 15G for individuals below 60 years, and Form 15H for senior citizens (60 years & above).
Submission: Forms can be submitted in physical form or through the website of the RTA.

Service Requests

Modes of Submission: Self-attested hard copies, e-signed electronic copies, or in-person verification.
Acknowledgement: RTA provides acknowledgement with IPV stamping, date, and initials for in-person verification, or through post or email for other modes.
Processing Timeframe: Service requests are processed within a stipulated timeframe from receipt of complete documents.

Issue of Duplicate Certificate for Securities

Procedure: The security holder applies to the R&T Agent, providing proof of loss, such as a police complaint/FIR, and an indemnity bond.
Verification: The R&T Agent verifies the documents and sends them to the Issuer Company for approval.
Issuance: The duplicate certificate is issued with the legend "Duplicate certificate issued in lieu of certificate no._______" printed on it, within 30 days from receipt of duly completed documents.

Investor Interface with the R&T Agent (Part 3)

Stop Transfers

Definition: A security holder can request the R&T Agent to effect a “Stop Transfer” against securities that have been lost.
Details: The R&T Agent shall give effect to this and call for an FIR/Acknowledged copy of police complaint. Stop transfer is also noted where a restraining Order from a Court of competent jurisdiction is received.
Key Points:
- If FIR/Acknowledged copy of police complaint is not submitted within 21 days from the date of notice of loss to the R&T Agent, the direction to ‘stop transfer’ shall be removed.
- The removal of the stop transfer direction shall be communicated to the holder by the R&T Agent.
- If the R&T Agent receives a document for certain service requests against which a ‘stop transfer’ directive has been recorded, the R&T Agent intimates the holder of the same or processes the request after due verification.

Transmission

Definition: On the death of a security holder, the surviving holder(s) shall apply for deletion of the name of the deceased holder and transmission of the securities to the surviving holder(s).
Details: The request has to be submitted to the R&T Agent in the prescribed form along with the original certificates for the securities, a certified true copy of the death certificate and self-attested photocopy(ies) of PAN Card(s) of the surviving holder(s).
Key Points:
- If the deceased security holder who was a single holder had registered a nomination, then the nominee can apply for the transmission of shares to his name.
- If the deceased security holder who was a single holder did not have a registered nominee, then the legal heir can apply for the transmission of shares to his name.
- The R&T Agent has to give effect to the transmission of securities held in dematerialised mode and physical mode within 7 days and 21 days respectively of receiving all valid documents.

Timelines Pertaining to Investor Services

Definition: The R&T Agent is required to process various investor service requests within specified timelines.
Details: The timelines for processing various investor service requests are as follows:
- Processing of transmission request: 21 days
- Processing of issue of duplicate security certificate request: 30 days
- Processing of dematerialization request: 15 days
- Processing of remat request: 30 days
- Processing of Transposition request: 15 days
Key Points:
- The R&T Agent is required to provide response to the inquiries of the investors and redressal of grievance within 21 days.
- The R&T Agent is required to intimate regarding distribution of corporate benefits (dividend, bonus, stock Split) within 15 days for e-mail communication and 30 days for physical communication.

Online Processing of Investor Service Requests and Complaints

Definition: The R&T Agent is required to provide an online mechanism for investors to lodge service requests and complaints.
Details: The online mechanism shall provide the following benefits:
- Database for service requests and complaints
- Online acknowledgement and intimation to the investor
- Online tracking of status of service requests and complaints by investors
Key Points:
- The online mechanism shall be implemented in 2 phases.
- In Phase I, all RTAs shall have a functional website and a user-friendly online mechanism for service requests/complaints.
- In Phase II, all RTAs shall have a common website for investors to lodge service requests and complaints.

Annual General Meeting

Definition: The R&T Agent assists in conducting Annual General Meeting (AGM) / Extraordinary General Meeting (EGM) / Court Convened Meeting (CCM) and postal ballots.
Details: The R&T Agent assists the listed entity to send the annual report to the shareholders in the following manner:
- Soft copies of full annual report to all those shareholder(s) who have registered their email addresses for the purpose
- Hard copy of statement containing the salient features of all the documents to those shareholder(s) who have not so registered
- Hard copies of full annual reports to those shareholders, who request for the same
Key Points:
- The Ministry of Corporate Affairs (MCA) has allowed certain classes of companies to conduct their Annual General Meeting (AGM) through video conferencing (VC) or other audio-visual means (OAVM).
- The R&T Agent shall assist the listed entity to conduct the AGM in accordance with the applicable laws and regulations.

Investor Interface with the R&T Agent (Part 4)

Electronic General Meetings

Conducting AGMs in electronic mode: Allowed till September 30, 2025, with certain restrictions on special business items.
Requirements for e-meetings:
- Recorded transcript to be made available on the company's website.
- Convenience of members in different time zones to be considered.
- Two-way teleconferencing or webex facility to be provided for member participation.
- At least 1000 members to be allowed to participate on a first-come-first-served basis.

E-Voting

Definition: A platform to improve transparency and corporate governance standards, reducing administrative costs and facilitating immediate declaration of results.
Advantages of E-Voting:
- Eliminates paper in the voting process.
- Facilitates electronic voting on company resolutions in a fair and transparent manner.
- Enables security holders to vote at their convenience.
- Eliminates postal delays.
- Increases shareholder participation in meetings.

Responsibilities of RTA during Annual General Meetings (AGM)

Pre-AGM activities:
- Setting up e-voting events and uploading databases.
- Sending notices to members, auditors, and directors.
- Arranging for upload of AGM notices on company and e-voting websites.
During AGM activities:
- Ensuring quorum is present.
- Making arrangements for video webcasting of AGM proceedings.
- Activating e-voting as per the Chairman's instructions.
Post AGM activities:
- Providing attendance registers and voting results.

Standard Operating Procedure for Change of Address

Documents required:
- Self-attested copy of address proof and PAN.
- Request letter duly signed by all holders.
Procedures:
1. Receiving requests for changes at RTA's office or company's registered office.
2. Verifying documents for completeness.
3. Scanning physical documents and putting barcodes on them.
4. RTA to ensure receipt of documents, check for restrictions, and verify signatures.

Standard Operating Procedure for Issuance of Duplicate Share Certificate

Documents required:
- Indemnity bond on stamp paper.
- ID proof and IT returns of guarantors.
- Affidavit on stamp paper.
- Original copy of FIR.
- Self-attested copy of PAN card.
Approval process:
1. Checking loss of certificates for full or part-holding.
2. Verifying indemnity bond and affidavit.
3. Checking guarantor's particulars and signature.

Investor Interface with the R&T Agent (Part 5)

Pre-Transmission Checks: Before transmitting securities, the R&T agent must perform several checks, including:
- Verifying the address on the indemnity bond matches the one in the system
- Sending an intimation letter to the address in the system and waiting 7 days for a reply
- Writing to guarantors and waiting 15 days
Guarantors: The following persons can act as guarantors:
- Gazetted Officers
- SEBI registered brokers
- Chartered Accountants in practice (with membership number and seal)
- Company Secretaries in practice (with membership number and seal)
- Advocates (with Bar Council number)
- Doctors (with IMA Registration number)
Alternative Guarantors: If an investor is unable to get a guarantee from the above-mentioned guarantors, a guarantee from another person may be accepted if a copy of their previous year's income tax return is submitted.
Transmission Process: The transmission process involves:
- Checking the amount of return is equal to or more than the market value of the shares involved
- Checking for any restrictions and following the procedure for removal if required
- Verifying the publication of an advertisement or original clipping of the newspaper where the advertisement was made by the applicant
- Reviewing the indemnity bond after the expiry of the waiting period for guarantors to reply

Standard Operating Procedure for Transmission of Securities

Documents Required: The following documents are required for transmission:
- Original Share Certificate
- Death Certificate of the deceased holder attested by a notary public in original
- Self-attested copies of PAN Card of the successor
- Transmission Form
- Self-attested copy of proof of residence where there is a change of address
- FIR or copy of the acknowledgement of police complaint where share certificates have been lost
Approval Process: The approval process involves:
- Checking whether the folio number is correctly mentioned
- Checking whether the total holdings are lodged for processing
- Checking whether the request is made by the successors or representative
- Checking whether the death certificate is certified in the original
- Checking whether there is an address change requested
- Verifying indemnity bonds and affidavit of renunciation

Post-Processing the Transmission Request

Letter of Confirmation: After verifying and processing the request, the RTA/Issuer Company shall intimate the claimant(s) about its execution by issuing a Letter of Confirmation.
Retention of Physical Securities: The RTA shall retain the physical securities as per the existing procedure and deface the certificate with a stamp "Letter of Confirmation Issued" on the face/reverse of the certificate.
Demat Request: The claimant(s) shall submit the demat request, along with the original Letter of Confirmation or the digitally signed copy of the Letter of Confirmation, to the Depository Participant (DP) within 120 days of issue of the Letter of Confirmation.

SEBI Guidance

Suspense Escrow Demat Account: Companies are required to open a separate Demat account with the nomenclature "Suspense Escrow Demat Account" for the purpose of this circular.
Process to Credit Shares: In cases where the securities holder/claimant fails to submit the Demat request within the period of 120 days, the RTA shall move the said securities to a physical folio "Suspense Escrow Demat Account" and issue a consolidated letter of confirmation to the Company for the said securities in the "Suspense Escrow Demat Account" on a monthly basis.

Investor Charter

Rights of Investors: The rights of investors include:
- Right to receive all benefits/material information declared by the Company
- Right to fair and equitable treatment
- Right to actively participate in the AGM/EGM of the company and E-voting events
- Right to approach RTA, Depository, Company, Stock Exchange, or SEBI for resolution within prescribed timelines
Dos and Don'ts for Investors: Investors should:
- Encash dividend/interest regularly to avoid transfer of unclaimed amount/underlying securities to IEPF
- Follow up diligently and promptly if there are any issues
- Not keep their folios without PAN
- Not keep their folios without nomination

Investor Interface with the R&T Agent

Key Guidelines for Investors

Authorized Interactions: Do not deal with unauthorized persons for any investor service requests, such as changes or updates to address, email address, mobile number, and bank details.
PAN Registration: Ensure that your PAN (Permanent Account Number) is registered with the RTA (Registrar and Transfer Agent) for all your folios.
Nomination: Ensure nomination is registered for all your securities to smoothen the transmission process.
KYC Details: Ensure that all KYC (Know Your Customer) details, such as full postal address with PIN, mobile number, email address, etc., are updated to facilitate the RTA for sending communication.

Best Practices for Investors

Bank Details: Ensure that correct and complete bank details are recorded with the RTA to facilitate prompt electronic credit of dividend/interest/redemption amounts.
Loss of Securities: Promptly inform the RTA in writing and complete required formalities in case of loss of securities.
Document Completion: Ensure that the documents provided for availing any investor service request are complete in all respects and keep copies of documents sent to the RTA.
Corporate Announcements: Monitor all corporate announcements pertaining to investments made.

Sample Questions

Issue of duplicate certificates in place of lost ones has to be completed within 30 days of submission of duly completed documents.
On registering a power of attorney (PoA), the R&T Agent assigns a registration number.
Transmission of shares is possible even if there is a single holder, so the statement "Transmission of shares is possible only if there are multiple holders" is FALSE.
A request for change of address needs to be signed by all holders, so the statement "A request for change of address needs to be signed by the first holder only" is FALSE.
If the dividend income is within exempted limits, shareholders below 60 years of age need to submit Form 15G.