Below a prescribed value the depository or registrar will transmit on an affidavit, an indemnity and a no-objection from the other heirs. Above it, nothing short of a succession certificate, probate or letters of administration will do. Knowing which side of the line you are on decides everything.
Transmission is not transfer. A transfer is a voluntary act between a seller and a buyer. Transmission is what happens by operation of law when the holder dies, and it follows a different and far more forgiving procedure — provided the value is below the threshold.
Establish three things first
- Demat or physical? Shares held in a demat account are transmitted through the depository participant. Physical certificates go to the company's registrar and transfer agent. The documentation differs and so does the threshold.
- Was there a nominee? A registered nomination simplifies the mechanics considerably — though, as set out in the nominee page, it decides who receives and not who keeps.
- What is the value? Assessed per company for physical holdings and per account for demat holdings. This single figure determines whether you need a court grant.
Below the threshold: the simplified route
Where the value falls within the prescribed limit, the registrar or depository participant will act on a documentary set rather than a grant. In substance:
- the prescribed transmission request form;
- the original death certificate, or a copy attested by a notary or gazetted officer;
- PAN and KYC of the claimant;
- an affidavit by the claimant as to entitlement;
- a letter of indemnity, sometimes on stamp paper;
- a no-objection from the other legal heirs, or a family settlement deed recording the arrangement;
- the share certificates, for physical holdings.
The thresholds and the form numbers are prescribed by SEBI and have been revised more than once. Confirm the current figure before assuming you are above or below it — families have filed unnecessary petitions on an out-of-date understanding of the limit.
Above the threshold
A succession certificate, probate or letters of administration becomes necessary, and the registrar has no discretion to waive it. Where the holding is large this is unavoidable, and the ad valorem court fee has to be budgeted for — see the succession certificate page.
One point of sequencing worth knowing: where the estate includes both a large shareholding and bank deposits, a single succession certificate can cover both, and Section 376 allows the certificate to be extended to an asset discovered later. Filing once for everything is materially cheaper than filing twice.
Shares already moved to the IEPF
Where dividends have gone unclaimed for the prescribed period, the underlying shares are transferred to the Investor Education and Protection Fund. This catches estates constantly, because the holding nobody was watching is exactly the one that gets transferred.
The shares are not lost. They are recovered by claim to the Authority, which runs through the company first: an online claim form, the company's verification report, and the documentary set establishing entitlement — which will include a grant where the value requires one. It is slower than ordinary transmission and worth starting early rather than after the rest of the estate is settled.
Where it goes wrong
Heirs left out. A no-objection is required from all of them. One sibling who will not sign converts a documentary process into a court one.
Name mismatches. The name on the share certificate not matching the death certificate or the PAN — initials, expansions, maiden names — is the commonest single cause of rejection, and is cured by an affidavit of one and the same person.
Old physical certificates. Holdings from decades ago may be split across folios, partly transferred to the IEPF, or in a company since merged or delisted. Reconstructing the position is often the longest part of the exercise.
Treating it as urgent only when selling. Transmission takes as long as it takes; the time to start is when the estate is being gathered, not when a buyer is waiting.
Questions people actually ask
Can shares be transmitted without a succession certificate?
Yes, where the value falls within the threshold prescribed by SEBI for simplified transmission. The registrar or depository participant will act on a transmission request form, the death certificate, KYC, an affidavit, a letter of indemnity and a no-objection from the other heirs. Above the threshold a succession certificate, probate or letters of administration is required.
What is the difference between transfer and transmission of shares?
A transfer is a voluntary act between parties, typically a sale. Transmission happens by operation of law on the death of the holder and follows a separate, more forgiving procedure that does not require the deceased's signature or a stamped transfer deed.
Does the threshold apply per company or per account?
For physical holdings it is generally assessed per company, and for demat holdings per account. That distinction can place the same estate on different sides of the line depending on how the shares are held, so it is worth checking before assuming a grant is needed.
What happens to shares transferred to the IEPF?
They are not lost. Where dividends have gone unclaimed for the prescribed period the shares are transferred to the Investor Education and Protection Fund and can be recovered by claim to the Authority, routed through the company for verification. The process is slower than ordinary transmission and should be started early.
What if one of the heirs refuses to sign the no-objection?
The simplified route is then unavailable, because it depends on the consent of all heirs. The claim has to proceed on a succession certificate, probate or letters of administration, which determines entitlement rather than relying on agreement.
Most succession matters are lost to the wrong document rather than the wrong argument — a year spent on a certificate that was never going to be accepted. If you are not sure which grant your situation needs, that is the question worth settling first.