What is an ISIN:
ISIN (International Securities identification Number) is a unique 12-digit alpha numeric number allotted for a security equity fully paid up, equity-partly paid up, equity voting/dividend, preference shares and debentures including convertible and non-convertible.
Who has to Obtain ISIN:
- Every Unlisted Public Companies (w.e.f October 2, 2018)
- Every Private Limited Companies other than Small Companies (w.e.f September 30, 2024)
Definition of Small Company (as on April 30, 2024):
“small company” means a company, other than a public company,—
(i) paid-up share capital of which does not exceed Rs. 4 Cores and
(ii) turnover of which as per profit and loss account for the immediately preceding financial year does not exceed Rs. 40 Cores.
Provided that nothing in this clause shall apply to—
(A) a holding company or a subsidiary company;
(B) a company registered under section 8; or
(C) a company or body corporate governed by any special Act;
Who are the Intermediaries in this process:
- Depositary i.e. NSDL, CDSL.
- RTA (Registrar and Transfer Agent – e.g. Linkin Time, K Fin tech, Mashitla, etc.)
- DP (Depositary participants – e.g: Zerodha, ICICI Securites, Share Khan, Kotak Securities, etc.)
What is the process Flow:
Appoint RTA and then apply for ISIN in either NSDL or CDSL depending on the requirements. (if shareholders have demat account in DP linked to NSDL and CDSL, then connectivity to be obtained from both the depositories)
Essential Documents:
- Certified true copies of Memorandum & Articles of Association (digitally signed on 1st page and last page) along with digitally signed Certificate of Incorporation
- Certified true copy of Board Resolution mentioning name of signatories who are authorized by Board to execute documents and list of Authorised Signatories along with specimen signature
- Certified true copy of Audited annual report for the last financial year (digitally signed on BS and P&L page)
- Networth certificate signed by Practicing Company Secretary or Practicing Chartered Accountant as per audited annual report for the last financial year.
- Form PAS 3 & SH7 along with the payment challan (if any share has been issued after the audited balance sheet date or if here is any change in Authorized Share Capital) (digitally signed on all pages)
- Tripartite Agreement
- GST Certificate, if any
- Payment challan (Joining Fees and Annual Custody Fees).
- Apart from the above mentioned list of documents, Depository, RTA may ask few more documents as per the specific requirement.
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