Allotments
Private placement, rights, preferential.
All roc & corporate compliance services
ROC & Corporate Compliance
Share Allotment, Transfer and ESOP Filings
FinAura handles the paperwork when shares change hands: allotments to founders and investors, transfers between shareholders, buy-backs and ESOP grants and exercises. Resolutions, offer letters, valuation coordination, return of allotment, stamp duty, demat credit and the register of members are all taken care of in order.
- Certification through associate practising CAs and CSs
- Bangalore and across India
- Reply within one business day
What is covered
What Share Allotment, Transfer and ESOP Filings Covers
Every change in who owns the company, recorded properly.
Transfers
Between shareholders, with stamp duty.
ESOP grants
Grants and exercises recorded.
Buy-backs
Approvals and filings.
Demat credit
Shares credited through the depository.
Cap table
Register of members kept current.
How the month runs
How It Works
Approve, issue, file, record.
Step 1
Approve
- Board
- Shareholders
- Valuation if needed
Step 2
Issue
- Offer letters
- Money received
- Allotment
Step 3
File
- Return of allotment
- FEMA if foreign
- Stamp duty
Step 4
Record
- Demat credit
- Register of members
- Cap table
Your part
What We Need From You
- 01Term sheet or terms of the issue
- 02Investor and shareholder details
- 03Valuation report, if any
- 04Company's demat details
Our part
What You Get
- Allotments and transfers filed
- Stamp duty paid
- Shares credited in demat
- A cap table that matches the register
A common question
Why must private companies use demat now?
Rule 9B requires private companies other than small companies to issue and transfer securities only in dematerialised form, so every allotment and transfer runs through a depository.
Companies that are not yet in demat need to get their securities dematerialised before the next issue or transfer.
See dematerialisation of sharesRecordsDemat and register
IssueAllotment or transfer
ApprovalsBoard and shareholders
Who it is for
Who It Is For
Startups raising rounds
Allotments to investors.
Companies with ESOPs
Grants and exercises.
Founders restructuring
Transfers between founders.
Companies buying back
Returning cash to shareholders.
The rules, in plain English
What the Law Says
Companies Act, 2013
Sections 39, 42 and 62
Shares are issued by private placement, rights or preferential allotment with the required approvals, and every allotment is reported to the Registrar.
Official source: mca.gov.inCompanies (Prospectus and Allotment of Securities) Rules, 2014
Rule 9B
Private companies other than small companies issue and transfer securities only in dematerialised form, and their promoters and directors hold them in demat.
Official source: mca.gov.inFEMA (Non-debt Instruments) Rules, 2019
Reporting
Shares issued to or transferred with foreign investors, and overseas investments, are reported to the Reserve Bank through the FIRMS portal or the authorised dealer bank.
Official source: rbi.org.inThis is general information, not advice for your situation; we confirm what applies to you before any work starts.
Questions we get asked
Share Allotment, Transfer and ESOP Filings: Questions, Answered
What is PAS-3?
The return of allotment filed with the Registrar after shares are allotted, listing the allottees and the shares issued.
How are shares in a private company transferred?
Through a transfer instrument with stamp duty, approval as the articles require and, for non-small private companies, through the depository in demat form.
Do share issues to foreign investors need extra filings?
Yes. They are reported to the Reserve Bank under FEMA, with pricing at or above fair value.
Do you prepare the ESOP scheme?
Yes, through our policies and documentation service; the filings for grants and allotments are handled here.
Often Taken Together
All 14 ROC & Corporate Compliance services01ROC & Corporate ComplianceDematerialisation of SharesConverting physical share certificates to demat form, now required of private companies, handled end to end.02ROC & Corporate ComplianceFEMA Reporting (FC-GPR, FLA, ODI)Reporting of foreign investment received, the annual foreign liabilities and assets return, and overseas investments made.03ROC & Corporate ComplianceEvent-Based FilingsDirector appointments and resignations, registered office changes, share allotments, capital increases, charges and resolutions filed within their time limits.04Systems & ControlsPolicies & DocumentationFinance and HR policies, employee handbooks, SOPs and business documentation.05Accounting & FinanceVirtual CFOA Chartered Accountant reading your numbers, planning cash and guiding decisions.