Unlisted shares are equity shares of companies that are not listed on any stock exchange, meaning they do not trade publicly. These shares are typically held by a smaller group of investors, such as company founders, employees, or private investors.
Investors can purchase unlisted shares in India through the following channels:
1. Private Deals: Direct transactions with existing shareholders or company employees.
2. Employee Stock Option Plans (ESOPs): Buying shares allocated to employees by the company.
3. Specialized Intermediaries: Platforms like Unlisted-Shares, which facilitate the buying and selling of unlisted securities securely and transparently.
1. Limited Liquidity: Unlisted shares are not traded frequently, making it difficult to sell quickly or at a preferred price.
2. Lack of Transparency: These companies are not required to disclose as much information as listed ones, which can make performance tracking harder.
3. Regulatory Risks: The unlisted market is less regulated, increasing the possibility of fraudulent or non-compliant activities.
4. Valuation Challenges: Determining the fair market value of unlisted shares can be complex due to limited public data.
While unlisted shares are not as tightly regulated as listed shares, SEBI does provide certain guidelines to safeguard investors in unlisted public companies.
Yes, foreign investors can invest in unlisted shares in India, provided they comply with FEMA (Foreign Exchange Management Act) regulations. Additional conditions may apply depending on the specific sector or industry.
Yes, NRIs can invest in unlisted shares in India. According to regulatory norms:
• Investments must be made through NRO (Non-Resident Ordinary) accounts.
• The purchase amount is transferred from the NRO account, and the shares are credited to the NRO Demat account.
• NRE (Non-Resident External) accounts are generally not used for these transactions due to FEMA-related complexities.
NRIs must complete KYC formalities before investing, which include:
1. CML (Client Master List) Copy: Contains DP ID, Client ID, PAN number, and bank details.
2. PAN Card: A valid copy of the investor’s PAN card.
3. Cancelled Cheque: From the NRO account to verify account details.
Typically, unlisted shares are credited to your Demat account within 24 hours after the funds are received in the seller’s account.
• If payment is completed before 2 PM, the transfer often happens on the same day.
• Delays can occur due to holidays, incomplete documentation, or non-working days.
1. Transaction Timing: Payments made late in the day may be processed the next working day. 2. KYC Completion: Pending or incomplete KYC verification can delay the transfer. 3. Account Details: Any mismatch in bank or Demat details may cause delays. 4. Holidays & Weekends: Transactions initiated on non-working days will be processed on the next business day.
Tax on unlisted shares depends on the holding period:
• Short-Term Capital Gains (STCG): If sold within 24 months, gains are treated as short-term and taxed as per your income tax slab rate.
• Long-Term Capital Gains (LTCG): If held for more than 24 months, gains are considered long-term and taxed at 20% with indexation benefits.