How to Get ISIN for a Private Company-A Step by Step Guide

Written by nextgenregistry  »  Updated on: March 03rd, 2025

The International Securities Identification Number (ISIN) functions as a special 12-part alphanumeric sequence to label particular securities, including equity shares, bonds, and debentures. The International Securities Identification Number plays an essential role for private businesses because it enables share dematerialization, satisfies regulatory needs, and simplifies transactions. The article delivers complete instructions about ISIN acquisition for private entities alongside explanations about share dematerialization and necessary regulatory rules regarding mandatory dematerialization.

Understanding ISIN and Its Importance

ISIN acts as a universal standard that helps identify securities. This standard provides smooth trading operations while enabling proper security record-keeping and settlement processes for both security and financial instruments. According to the Securities and Exchange Board of India (SEBI) for regulatory compliance and increased transparency, all securities, including private company Demat.



Why Do Private Companies Need an ISIN?

Dematerialization of Shares: Private companies must convert their physical share certificates into electronic form by obtaining an ISIN.

Regulatory Compliance: SEBI and the Ministry of Corporate Affairs (MCA) require private companies to dematerialize shares for better governance.

Ease of Transferability: Electronic shares can be easily transferred, avoiding the hassles of paper-based transactions.

Enhanced Security: Electronic securities reduce the risk of loss, theft, and forgery.

Future Fundraising: Companies planning to raise funds through private placements or initial public offerings (IPOs) need an ISIN to comply with market regulations.

Process of Obtaining ISIN for Private Companies

Step 1: Appoint a Registrar and Transfer Agent (RTA)

Private enterprises must choose an RTA that SEBI has approved to conduct their securities management and de-materialization services. RTA serves as an essential connection between depositories and ISIN issuance procedures.

Step 2: Register with Depositories (NSDL or CDSL)

A pair of depositories serves India through the duo consisting of National Securities Depository Limited (NSDL) along Central Depository Services (India) Limited (CDSL). A business must choose a depository position through either an RTS or DP to connect with NSDL or CDSL.

Step 3: Prepare Required Documentation

A company needs to submit different documents according to the requirements for ISIN allotment.

The company board needs to adopt a resolution that establishes permission to apply for ISIN registration and authorizes dematerialization operations.

Memorandum and Articles of Association (MoA & AoA)

Certificate of Incorporation

PAN Card of the Company

Auditor’s Certificate

An official list contains ISIN identification for each security type together with owner information.

ISIN applications and dematerialization processes require other specified documents from the depository or the RTA.

Step 4: Submit the ISIN Application

The RTA forwards ISIN applications to the depository that the company has selected. Company securities receive their unique ISIN when the depository verifies the processed application.

During Step 5 the depository both activates the ISIN number and enables security dematerialization.

When the company obtains its ISIN the owners need to convert physical shares to electronic format through opening a demat account with a depository participant.

Compulsory Dematerialization of Shares for Private Companies

Under instructions from the Ministry of Corporate Affairs (MCA) in 2018, all unlisted public companies were mandated to dematerialize their stock holdings. The trend shows a growing need for compulsory demat of shares for private companies despite it not being necessary now.

Benefits of Compulsory Dematerialization for Private Companies

Corporate Governance improvements come from electronic shares since they help identify fraudulent activity and reduce its frequency.

The convenience for shareholders increases because they handle their shares along with effortless share transfers regardless of physical documentation.

The regulatory reporting process becomes easier for companies that have dematerialized their shares and SEBI and MCA show increasing support for this arrangement.

A company’s preparedness for future growth becomes easier because having digitalized shares simplifies public offers and private capital increases.

Digital records serve two purposes, first by minimizing shareholder disputes, while secondly enabling clear definitions of ownership structures.

How Private Companies Can Comply with Demat Regulations

Obtain ISIN: Follow the process mentioned above to acquire an ISIN.

Appoint an RTA: An RTA helps in processing the dematerialization of shares.

Inform Shareholders: Shareholders must open a demat account with a registered depository participant.

Convert Physical Shares to Demat Form: Shareholders submit their physical certificates to the RTA, which processes them for dematerialization.

Update Company Records: Maintain updated records of electronic shareholding for regulatory reporting and internal governance.

Challenges in Obtaining ISIN and Dematerialization

How to get ISIN for private company comes with certain obstacles that hinder these processes:

Many private enterprises lack an understanding of ISIN requirements and the advantages of dematerialization programs.

The conversion of physical shares to electronic format encounters resistance from shareholders whose age exceeds a certain threshold.

Hiring RTAs requires financial support and involves depository fees alongside various compliance expenses which might affect smaller organizations.

Companies must overcome regulatory complexities by dealing with rules established by SEBI along with MCA and the depositories while needing legal and financial expertise throughout the process.

Conclusion

A private company needs to obtain an International Securities Identification Number as the necessary first step to improve its shareholding processes while maintaining alignment with contemporary corporate governance rules. The expanding requirement for compulsory dematerialization for private companies to initiate active plans for converting their physical shares into digital format. Quantitative companies achieve compliance together with improved shareholder benefits while preparing themselves for expansion opportunities by following the ISIN application requirements after designating an RTA and depository registration.

Your company should start the ISIN and dematerialization process at this current moment. The conversion from paper-based to electronic shareholding methods provides both easier financial compliance management and improved company financial stability together with greater confidence among investors.



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