SEBI Simplifies and Standardises the Framework for Transmission of Securities

 Introduction

The Securities and Exchange Board of India (SEBI), vide circular no. HO/38/13/11(14)2026-MIRSD-POD/I/17111/2026 dated July 23, 2026, has notified a revised and standardised framework for transmission of securities and mutual fund units consequent to the demise of a sole holder or all joint holders. The circular has been issued in exercise of powers under Section 11(1) of the SEBI Act, 1992, read with Section 19 of the Depositories Act, 1996, and pursuant to amendments to Regulation 40(7) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, notified vide Gazette Notification No. SEBI/LAD-NRO/GN/2026/312 dated July 10, 2026.

This move is part of SEBI's continuing "Ease of Doing Investment and Ease of Doing Business" initiative and is aimed at making the transmission process more efficient, harmonised, and investor-friendly across listed companies, Registrars and Share Transfer Agents (RTAs), Depositories, Depository Participants (DPs), and Asset Management Companies (AMCs).

Applicability

The revised framework applies to the transmission of listed securities and units issued by AMCs upon the demise of the sole holder or all joint holders. It does not apply in cases involving disputes or contesting/competing claims among heirs — such matters continue to require resolution through appropriate judicial or legal proceedings. All processing entities — listed companies, RTAs, Depositories, DPs, and AMCs — are required to adhere uniformly to the prescribed procedure and documentation.

Introduction of Quick Transmission Processing (QTP)

A new category, Quick Transmission Processing (QTP), has been introduced for low-value claims by immediate relatives of the deceased holder — namely parents, spouse, children, and parents-in-law. The revised claim thresholds are as follows:

Type of Holding	QTP Threshold	Simplified Documentation Threshold
Securities in physical mode	₹10,000	₹10 lakh*
Securities in dematerialised mode	₹30,000	₹30 lakh

*Listed entities may, at their discretion, enhance this threshold for physical securities.

The value of securities is to be quantified based on the previous closing price at a recognised stock exchange, or the last available NAV in the case of AMC units.

Key Documentation Simplifications

The circular introduces several notable relaxations to existing documentation requirements:

• Removal of mandatory Probate of Will, in line with recent amendments to succession laws.
• Combined Affidavit-cum-NOC, replacing the earlier requirement of separate affidavit and No Objection Certificate documents.
• Acceptance of death certificates bearing QR codes, in addition to original or attested copies, to facilitate easier verification.
• Expanded verification modes for death certificates issued outside India, including consularisation by Indian Embassies/Consulates, apostille, and certification by authorised officials of overseas branches of Indian banks or correspondent foreign banks.

Documentation Requirements by Category

Where a Nomination Exists

Nominees are required to submit a Transmission Request Form (Annexure-3), latest Client Master List (CML), verifiable death certificate, and original security certificate or Statement of Account (SOA), as applicable. Nominees receive the assets as trustees on behalf of the legal heirs of the deceased holder, and the regulated entity stands fully discharged from liability upon such transmission.

Where There Is No Nomination

In the absence of a nomination, transmission is made in favour of the claimant(s)/legal heir(s), with documentation requirements structured across three tiers:

1. QTP claims: Transmission Request Form-cum-Undertaking on plain paper (Annexure-2), along with proof establishing the relationship between the claimant and the deceased holder.
2. Simplified documentation category: Notarised indemnity bond (Annexure-4) and notarised Affidavit-cum-NOC from all legal heirs (Annexure-5), or alternatively, a copy of a family settlement deed duly attested/approved.
3. Claims above the simplified documentation threshold: Affidavit-cum-NOC from all legal heirs, together with any one of — a copy of the Will with a notarised indemnity bond, a Legal Heirship Certificate (issued by a revenue authority not below the rank of Tehsildar) with a notarised indemnity bond, or a Succession Certificate/Letter of Administration/Court Decree.

Where the claimant furnishes court-issued documents such as a Succession Certificate, Probate of Will, Letter of Administration, or Court Decree, the requirement for a notarised indemnity bond and Affidavit-cum-NOC from non-claimant legal heirs stands waived.

Standard Procedure for Claim Processing

Processing entities are required to use standardised forms — the Transmission Request Form-cum-Undertaking (QTP), Transmission Request Form (non-QTP), Notarised Indemnity Bond, and Notarised Affidavit-cum-NOC — made available both in physical form and on their websites, along with the applicable document checklists.

Entities must acknowledge receipt of claims and simultaneously flag any pending, missing, incomplete, or incorrect documentation. Where physical securities are involved, the processing entity is required to initiate demat conversion directly into the claimant's demat account following verification, with the RTA retaining and defacing the physical certificate as per existing procedure.

Any deviation from the prescribed procedure, or exercise of discretion to seek additional documents (permissible only for claims above the simplified documentation threshold), must be communicated to the claimant in writing with reasons recorded.

Timelines for Settlement

Processing entities are required to settle transmission claims within 21 calendar days from the date of receipt of all required documents. Where a claim is not settled within this timeline or is rejected, the entity must communicate the reasons for delay or rejection to the claimant in writing. Delays attributable to the entity may invite appropriate regulatory action by SEBI.

Rule of Survivorship

For transmission to surviving joint holders, RTAs, listed entities, AMCs, DPs, and Depositories continue to be governed by Clause 23 of Table F, Schedule I, read with Section 56(2) and 56(4)(c) of the Companies Act, 2013, subject to the Articles of Association of the company. Notably, in survivorship cases, entities are barred from seeking any documentation — including KYC, indemnities, or undertakings — from the surviving joint holder, other than a copy of the deceased holder's death certificate.

Reporting Requirements

Processing entities are required to submit monthly reports to SEBI (at rta@sebi.gov.in) for a period of six months, capturing category-wise data on cases pending, received, approved, rejected, and cases where additional documents were sought, along with reasons.

Effective Date

The revised framework, along with the model forms prescribed in the Annexures, comes into force 30 days from the date of issuance of the circular — that is, on or around August 22, 2026. Processing entities have nevertheless been directed to extend the benefit of the simplified procedure to transmission requests received even before this date, without requiring re-submission of documents already furnished in the earlier format.

Conclusion

This circular represents a meaningful simplification of an area that has historically been a significant pain point for legal heirs and nominees navigating the transmission process during an already difficult period. By harmonising documentation across processing entities, introducing a dedicated low-value claim category, and imposing firm processing timelines, SEBI has sought to reduce both procedural friction and inconsistency in implementation across the securities market ecosystem. Listed companies, RTAs, Depositories, DPs, and AMCs would do well to update their internal SOPs and claimant-facing documentation well ahead of the effective date.