All Kinds of Registrar & Transfer Agent Services by SAG RTA

Friday 16 June 2023

SAG RTA's New Appointment Scheme for Agents and Companies

SAG RTA has become the first SEBI-accredited RTA Services provider in India thanks to top-notch infrastructure and a team of enthusiastic professionals. SAG RTA handles the following transactions/functions on behalf of its clients (mutual fund houses & investors) as a reputed Registrar and Transfer Agent:

Securities Dematerialisation, i.e. conversion of physical security certificates into Demat form.
Upon receiving a request from a client who has misplaced the original certificate, SAG RTA (Registrar and Share Transfer Agent) issues duplicate share certificates.
Validates dividend/interest distribution through ECS straight to an investor's bank account in conformity with SEBI standards.
Revalidates the dividend if it is requested by a shareholder who is not able to encash the dividend warrant.
Accelerates the reporting of transfer and dematerialization for investors.
For transferring the share certificate in the tangible form for the investor it utilizes the SH-4 share transfer form.
For the data handled on the investor's behalf, it regularly furnished the reports with accuracy.
Furnishes the IEPF claim settlement service that comprises transferring the unpaid/due amount to IEPF.
Keeps accurate and current records of user and investor information, including personal information and transactions for sales, purchases of shares, etc.
Holding routine meetings with investors and companies for business and social engagement.
Accepting investor requests for name changes, name deletions, address changes, updated signatures, transmissions, etc.

SAG RTA continuously offers top-notch Registrar & Transfer Agent Services, along with best-in-class assistance, to investors all throughout the country thanks to its dedicated staff of elite and competent financial specialists.

Note:- According to a general notification issued by the Ministry of Corporate Affairs on September 10, 2018, every unlisted public limited company is required to issue securities solely in demat form. According to SEBI, transfers of securities in Demat form became effective on April 1, 2019. As a result, each such company must select a Registrar & Share Transfer Agent.

Terms & Conditions for Appointing SAG Infotech as RTA

To engage with SAG Infotech as the Registrar and Transfer Agent (RTA) service provider, it is essential to comply with the following terms and conditions:

Professional charges (for Chartered Accountants, Company Secretaries, or other professionals) are not included in the RTA fee and will be billed separately.
Any additional corporate actions or services not explicitly mentioned will incur separate RTA charges.
Depository charges payable to NSDL/CDSL are not included in the RTA fee and will be invoiced separately.
Support from SAG Infotech is available exclusively during regular office hours.

Complete Details on Form PAS-6 For Unlisted Public Companies

Form PAS-6 (Reconciliation of Share Capital Audit Report on a Half-Yearly Basis), which is primarily used for the reconciliation of the Share Capital Audit Report on a Half-Yearly Basis, has been established by the MCA (Ministry of Corporate Affairs).

Form PAS-6 is adopted in obedience to the sub-rule (8) of rule 9A of the Companies (Prospectus and Allotment of Securities) Rules, 2014 which was modified vide Companies (Prospectus and Allotment of Securities) Third Amendment Rules, 2019.

Let's explore Rule 9A of the 2019 Companies (Prospectus and Allotment of Securities) Third Amendment Rules in more depth. The law specifies that.

All Unlisted Public Companies Must:

Only Demat form of the securities shall be issued, and
Convert all of its current physical securities to Demat in accordance with the provisions of the Depositories Act of 1996 and its implementing regulations.
demat of all of its current securities by submitting the required application to a depository.
each form of security should secure an ISIN and
shall provide such facility's details to all of its current security holders.

All the Unlisted Public Companies Before Making-

Issue of securities, or
Buyback of any securities, or
Bonus Issue, or
Right Issue

Must Dematerialize all of its Promoters, Directors, and KMP's Securities.

Every Shareholder of an Unlisted Company-

anybody seeking to transfer such securities on or after October 2, 2018
Whoever desires to purchase stocks from an unlisted public business on or after October 2, 2018, must do so.

Should be sure that before making such a subscription, he holds all of his current securities in dematerialized form.

Additionally, any Unlisted Public Company Must Make Sure That:

It pays fees (annual and admission) to the depository and the Registrar & Share Transfer Agent on time and in accordance with the parties' signed agreement;
It keeps a security deposit in the depository, in the form that the parties may agree upon, of at least two years' worth of fees at all times;
Follows any rules, directives, guidelines, or circulars, if any, issued by the Depository or SEBI with regard to the dematerialization of shares of unlisted public firms.

No Unlisted Public Firm That has Violated Sub-Rule (5) Shall:

Issue of securities, or
Buyback of any securities, or
Bonus Issue, or
Right Issue

Until the Money is Paid to the Depositories, Registrar and Transfer Agent.

The unlisted public company must submit the Reconciliation of Share Capital Audit Report (in form PAS-6) required by sub-rules (8) and (8A) of rule 9A Companies (Prospectus and Allotment of Securities Rules, 2014, every six months to the Registrar whose jurisdiction the registered office of the company is located. The report must be duly certified by a company secretary in practice or a chartered accountant in practice.

Additionally, the corporation must notify the depositories right once of any discrepancy between its issued capital and the capital maintained in dematerialized form.

Important Information to Include on e-Form PAS-6:

Securities ISIN (International Securities Identification Number)
Period of Return Filing
Company capital details as per the format

The distinction with cause if there is any in the points (a) and (e),

Changes in share capital, if any, for every particular issue during the previous six months;

Right Issue,
Bonus Issue,
Private Placement,
ESOPs,
Amalgamation,
Conversion,
Buy back,
Capital Reduction,
Forfeiture,
any other.

*It should be noted that Form PAS-6 must include the share numbers and other pertinent information that must be communicated to the NSDL/CDSL.

Complete information on the shares owned in physical or dematerialized form by the Promoters, Directors, and KMP.
Information about the updating of the member registration
Information on excess dematerialized shares over the past six-month period, along with the cause
Total number of dematerialization requests information, together with the cause of any delays that have lasted more than 21 days.
Business information about the secretary (If any),
Information about the qualified professionals who certified the form
Information about the choice of a common agent for share registry work

It should be emphasized that all necessary information must be provided within 60 days of the financial year with individual ISINs' half-years ending on September 30 and March 31.

Role About Registrar & Share Transfer Agent:

The Registrar serves as an intermediary between the Issuer, which is the Company that chooses to dematerialization, and the Depository to accomplish a variety of RTA Services, including Dematerialization, Rematerialization, Initial Public Offerings (IPOs), and Corporate Actions like IPOs (Right Issue, Bonus Issue, Private Placement, Buyback, etc).

Companies must choose a SEBI-approved Registrar and Share Transfer Agent with direct/online access to depositories in order to issue securities or shares in dematerialized form. The RTA oversees user transactions with the depositories and serves as a direct point of contact between the security issuer and the depositories.

The government has compelled the appointment of an RTA for every corporation through the most recent modifications to the aforementioned legislation. The business has to dematerialize its securities and select a registrar and share transfer agent. To prevent non-compliance, it has become a required procedure for unlisted public companies.

A Simple Process for Dematerializing Shares Using the RTA

The procedure of conversion of physical share certificates in the electronic or dematerialized form is said to be dematerialization so as to handle them in a precise way. The method of Dematerialization could indeed get compared to transferring your money to a bank account rendering a person to maintain the proper records of his/her financial transactions.

Physical share certificates of shareholders can get substituted from Electronic book entries in the case of the dematerialization of shares, in which debit entries indicate the selling of shares while shares purchase would be shown as the credit entries.

With the service of a Demat Account handled by a Depository, the shares or debt investment made through the investors could be kept in the electronic or dematerialized form.

From depository participants (DP) and registrar and share transfer agents like SAG RTA, CAMS, etc the depositories can ask for assistance so as to hold the dematerialized shares of investors. Through NSDL and CDSL depository in India, SAG RTA beneath the Registrar & Transfer Agent Services furnished the facility of the dematerialization.

Upon the urge of the investors, the depository would be an entity that handles all the securities of the investor in electronic form. Central Depository Services Ltd, and National Securities Depository Limited would be the two depositories in India.

From the depository participants (DPs) the depositories can ask for help so as to function as the intermediary between the issuer company and the actual DP. Through providing the interference between the depository and the investor the DPs help the investors to buy the shares of the companies. DPs support in handling the Demat accounts of the investors precisely.

For the current procedure, a registrar and share transfer agent support the depository participants (DPs) in the security (e.g. bonds, shares, debentures, etc.) dematerialization procedure.

To Finish the process of dematerializing the shares of the companies they are needed to take assistance from the registrar and share transfer agents, for example, SAG RTA. the share dematerialization facility for companies and shareholders would be provided by the SAG RTA.

A Process For Dematerializing Company Shares

A company is obligated to make the modification in its articles of association if they want to become a share issuer or provide the facility related to Demat.
In a general meeting, the company's owner must pass a separate resolution. This will enable the company to issue the shares to the investors in the dematerialized or electronic form.
Registration with both the Central depositories that is the National Securities Depository Limited (NSDL) and Central Securities Depository Limited (CDSL) should be completed if the private companies from India desire to apply for the dematerialization of the shares. To get registration the private firms must meet the requirements of both depositories.
A company will receive International Securities Identification Number (ISIN) for each of its shares If they fulfill the terms and conditions of the Depository.
“ISIN” is a unique identification 12-digit alphanumeric number that is linked with all types of securities, i.e., security, shares, Debentures, Bonds, etc. as well as it is offered via the depository to companies proceeding via the process of dematerialization.
The firms who want to transfer their dematerialized shares into the shareholder’s Demat account are needed with the Demat connectivity from the depositories like CDSL and NSDL. A tripartite agreement between the company, the depositories, and the transfer agent is mandatory to take on the Demat connectivity.
In the identical procedure, SAG RTA which is a Registrar and Transfer Agent provides the services related to the company/issuer agent. Services such as dematerialization, initial public offers, rematerialization, and corporate Actions would get furnished by SAG RTA including that it eases the interaction between the investors and the depository participants.
The company that wants its physical shares to get Dematerialized must follow certain steps. In India for companies, the rules are being made via two national depositories like NSDL and CDSL.

How Can a Dematerialized Firm Share Be Transferred into a Demat Account?

With a depository participant (DP), the registered shareholder of the company is initially required to open the Demat account and take the account number.
After that, a Demat Request Form (DRF) would be obligated to get filled out by the registered shareholder and submit the same including with that the dematerialization to the depository participants of the physical share certificate is needed to be filled.
Registered owners must utilize a separate DRF for each ISIN. a separate Demat request would be required to be filed against both the free shares and lock-in shares if the Beneficiary Owner (BO) holds both free and lock-in shares against the identical ISIN.
The preciseness of the DRF furnished through the registered shareholders shall get verified subsequently through the Depository participant (DP).
On the NSDL and CDSL, DP can raise the request as well as similar information could be intimated to the share issuing firms along with the Registrar and Transfer Agent.
The issuer/ Registrar and Transfer Agent (RTA) shall validate the genuineness of the deposited share certificates to the DP and then the request would be confirmed.
DPv eradicates the submitted physical share certificates and generates a Demat Request Number (DRN), after the successful raising of the Dematerialization Request (DR). The same DR shall get sent to the depository via electronic communication in which the DRF along with the share certificate shall get sent to the issuer company/ R&T Agent.
An equal number of securities in the Demat account of the Beneficiary owner (BO) would need to be credited by the depository that has been maintained through the NSDL or CDSL, post obtaining the confirmation.
In the registered shareholder's Demat account, it shall transfer an equal number of securities which has been held with the CDSL and NSDL, after the depository receives the request.

While transferring the Dematerialized shares below mentioned are the roles of the Registrar and Share Transfer Agent

In the concern of completing the transfer of dematerialized shares the Registrar & Share Transfer Agent performs a vital role since they are counted as those who ask the related firms prior to making any approval to the investor's request for the subject of transferring of shares.

At the time of the dematerialization process for the ease of investors/shareholders and mutual fund houses, Registrar & Transfer Agent, like SAG RTA, CAMS, and Karvy indeed manage the responsibilities of the documentation. R & T Agent does all the background documentation work to support the fund houses.

Through the particular shareholder, Delivery Instruction Slip (DIS) is needed to transfer his shares into the Demat Account of the other shareholder. It is important to carefully handle the Delivery Instruction Slip (DIS) since it works as an investor checkbook.

For transferring or receiving the shares from his or her Demat Account the shareholders that trade on the traditional stock exchanges must tell their DP and R&T agent.

Before any other buyers account for making an off-market transaction i.e the transfer of shares, the DP is to get informed by the shareholder to make the same transaction succeed and could assist the registrar and transfer agent for that.

Via the identical process, any additional security (eg., bonds, debentures, etc) could get transferred to the buyers of other accounts through the shareholders by informing the related DP of that. The Demat account number must be cited precisely in DIS.

Frequently Asked Questions and Answers About E-Form PAS-6 | SAG RTA

MCA (Ministry of Corporate Affairs) initiated a new step that motivates people to obtain the new compliance post every periodic interval that assists to know the things every year. Despite after 6 years of execution of the new companies act 2013 would seem to be newer. Some of the Form PAS-6 concerning information is.

Below are the mentioned Frequently Asked Questions (FAQs) on the deployment of E-Form PAS-6 on MCA.

Basic (Frequently Asked Questions) For E-form PAS-6

Question 1. What Is the Intention to Start Form PAS-6?

Answer:- The major purpose of Form PAS- 6 would be to perform the reconciliation of the different number of securities given (share certificate or Demat credit) match or do not match via furnishing or paid-up capital.

It ensures that no extra credit for the securities related to the given number of securities is there and that within the stipulated time the Demat process would execute.

Question 2. What Is the Program for Filing Form PAS-6?

Answer:- Under section 29(1) of the company act 2013 despite anything retain in any additional provisions of this Act, (a) each firm making a public offer, and (b) the same sort of other class or classes of companies as might be defined will provide the securities exclusively in dematerialized form through following the provisions of the Depositories Act, 1996 and the rules made as per that.

Under Section 29(1A) of the Companies Act, 2013, for the case of the same class or classes of unlisted companies as might be defined, the securities held or transferred merely in dematerialized form in the way enacted in the Depositories Act, 1996, and the rules formed as per that.

The same is counted under the companies specified in section 9A of the companies (Prospectus and Allotment of Securities) Rules, 2014, i.e., unlisted public companies. Rule 9A (8) of the Companies (Prospectus and Allotment of Securities) Rules 2014 specified that all the unlisted public companies shall provide the Form PAS-6 via the registrar of the companies by paying fees as cited in companies (Registration Offices and Fees) Rules, 2014 in 60 days from the result of each half-year duly certified via the company secretary in executing or chartered accountant in implementation.

Towards half year end dated 30/09/2019 and 30th March every year, the Form would be required to get filed.

On the date of 15th, July 2020, Form PAS-6 specified on the website of the MCA would be required to get filed within 60 days from the declared date.

Question 3. If the Firm Holds Different Securities Does It Requires to Furnish Form PAS-6?

Answer:- Yes, Rule 9A of the Companies (Prospectus and Allotment of Securities) Rules, 2014 would apply for every class of security and in Form PAS-6 merely one ISIN can be inserted. Hence for distinct types and classes of securities different forms would be required to get filed. Form PAS-6 is an improvised ISIN that could be inserted. Hence the company would be required to file Form PAS-6 for all issued ISIN.

Question 4. Which Act or the Act Made Would Be Examined Even Certifying Form PAS-6 Via the Professional?

Answer:- Certification of Form would not merely be for the data filed in Form PAS-6 but the same is for the companies act 2013, Depositories Act, 1996, and all Regulations related to the dematerialization of Securities.

Hence the compliances with section 29 of the companies act 2013 rule 9A of the Companies (Prospectus and Allotment of Securities) Rules, 2014, Depositories Act, 1996 including with the laws furnished in it which is a matter to Form PAS-6 and would be examined and reported.

Question 5. For Which Division the Companies Are Required to File Form PAS-6?

Answer:- The companies which are public and not listed along with the subsidiary of the public companies would be obligated to file Form PAS-6. However, the government companies, wholly-owned subsidiaries, and Nidhi firms are unlisted public companies also these are not ought to file Form PAS-6.

Under Section 2(52) of the companies act, 2013 which is a listed firm discloses that the firm secures any of its securities listed on the recognized stock exchange.

The Companies (Amendment) Bill, 2020, is to be authorised via the Lok Sabha and Rajya Sabha seeks to furnish the provision in the same section in which the same qualifies the central government to prioritize, for the discussion of SEBI some of the firms that have listed or could be listed for the precise class of securities from the recognition that for listed firms.

The revision in section 2(52) maintains the goods and the central government specified the regulation related to different firms that might be classified as ‘unlisted public companies that are currently not considered to be unlisted public firms.

Question 6. Is Rule 9a of Firms (Prospectus and Allotment of Securities) Rules, 2014 Subjected to Be Applicable for (A) an Unlisted Public Company but Debt Is Listed, or (B) Private Company However Debt Is Listed or (C) an Unlisted Public Company and Debt Is Unlisted?

Answer:- For unlisted public firms the Rule 9A of the Companies (Prospectus and Allotment of Securities) Rules, 2014 is qualified. As per section 2(52) of the companies act 2013, the listed firms directed that the firm has its securities listed.

Hence when the debt security is listed these firms (public or private) do not count under Rule 9A of the firms (Prospectus and Allotment of Securities) Rules, 2014. When the debt and equity do not being listed and the firm is a public company then Rule 9A of the firms (Prospectus and Allotment of Securities) Rules, 2014 is appropriate.

The same is compulsory to find out the specified provision (as per them as noted in answer to Q6 above) is requested to be cited in Section 2(52) of the Companies Act, 2013 (under listed company). When such revision in section 2(52) is good and the central government is related to this, the answer might be revised.

Question 7. If the Recorded Debt Firms Are Demanded to File Form PAS-6?

Answer:- According to the date of credential, the debt list companies would say to be the listed firms where the procurement of the firms act 2013, therefore the same would not be needed to file Form Form PAS-6 through ROC. Hence the applicant requests for the revision under section 2(52) of the companies act, 2013 (which is explained in Q6 and Q7 above) the very answer might be revised.

Question 8. Does This Happen That the Debit-Listed Public Firms Furnish, Transfer or Hold the Equity Share in Physical Form?

Answer:- Under Chapter IV of SEBI (LODR) Regulations, 2015, the Debt listed firms are counted. Therefore the Debt listed public firms do not come under Rule 9A of the firms (Prospectus and Allotment of Securities) Rules, 2014, and count under Regulation 40 of SEBI (LODR) Regulations, 2015, on the debt-listed companies (public or private) there is no restriction to furnish the equity shares in physical form.

The applicant to request the revision under section 2(52) of the companies act 2013, (as explained in Ques 6 and Ques 7) there should be obligated to comply with the compliances.

Question 9. When the Company Carried Isin While Some Security Owners Do Not Interchange Their Securities to the Demat Form Is It a Non-Compliance with Section 29 of the Companies Act 2013 or Rule 9a of the organization (Prospectus and Allotment of Securities) Regulations, 2014 and If the Same Is to Be Eligible in Form PAS-6?

Answer:- As per rule 9A(4) of the Companies (Prospectus and Allotment of Securities) Rules, 2014, when the company intended for ISIN and utility open for the Demat to all the security owners, the company needed to comply for the identical purpose.

There is no time limit towards the revising and existing securities in the Demat unless there would be a securities issue or securities buyback emerging on the basis of the company or on the other security owners requesting for the company for the transfer of the shares.

However, the same companies needed to provide the half-yearly returns and are obligated to circulate that the securities are rendered merely via the members in the physical structure.

Question 10. When the Debentures or Preference Shares Would Leave for Saving, Is This Indicate That It Could Be Redeemed in the Physical Form? Is Form PAS-6 to Be Filed for the Securities That Have Been Redeemed Completely in the Half Year?

Answer:- No limit would be there on saving the securities in the Demat form and therefore securing could be executed in physical form. When the securities would be taken completely at the end of half year, ISIN should be extinguished by building the application to the depositary.

For e-Form, PAS-6 does not get filed. However, on the due date of the half year, i.e. September 30 or March 31 when ISIN (International Securities Identification Numbering) would be running till now but preference shares or debentures would be redeemed, Form PAS-6 would be obligated to get filed and the redemption of the preference shares or debentures may inside form via the mode of attachment which the redemption arrived on the place and the ISIN would get destroyed.