How to Sell Physical Share Certificates in India

If you have an old share certificate and want the money, the honest answer is that you cannot sell it as a piece of paper. You have to turn it into electronic shares first, and then sell those like any other holding.

That is not a matter of preference. It is the rule, and it has been since 2019.

Why paper shares cannot simply be sold

SEBI amended the listing regulations so that, from 1 April 2019, a transfer of shares in a listed company is not processed unless the shares are held in dematerialised form. The two exceptions are transmission (passing shares to heirs after a death) and transposition (reordering the names on a joint holding). An ordinary sale is neither.

In practice that means a buyer cannot register physical shares you hand over, and the registrar will not record the transfer. The only route to selling is to dematerialise and then sell through a stockbroker on the exchange.

The steps, in order

• Open a demat account in exactly the name on the certificate.: If the holding is joint, the demat account must be joint, in the same names and the same order. The PAN on the account must match the holder.
• Bring the folio up to date.: Registrars process service requests only once KYC is complete. That means Form ISR-1 for PAN, address, bank details, email and mobile; Form ISR-2 if your signature has changed since the shares were bought; and a nomination (SH-13) or a formal opt-out (ISR-3). What each ISR form is for.
• Fill in a Dematerialisation Request Form: from your depository participant, and hand over the original certificates marked "Surrendered for Dematerialisation". Keep photocopies of both sides first.
• Your participant forwards them to the registrar,: which checks them against its records, confirms the request, and the shares are credited to your demat account. Expect this to take a few weeks when the paperwork is clean.
• Sell through your broker: at the market price, exactly as you would sell any other share.

Where it usually gets stuck

Almost nobody is held up by the steps themselves. They are held up by mismatches:

• The name on the certificate does not match the PAN.: "R. K. Sharma" on the certificate and "Rajesh Kumar Sharma" on the PAN is the classic case. It is bridged with an affidavit and identity documents.
• The signature does not match the specimen: the registrar has from decades ago. Form ISR-2, attested by your bank, fixes it.
• The address on the folio is thirty years old.: ISR-1 updates it, but it has to be done before the demat request will go through.

If the shareholder has died

Shares cannot be dematerialised into the name of someone who has died, so they cannot be sold either. The heirs first have the shares transmitted into their own names — directly into their demat account — and only then can they sell. How transmission works, and the step-by-step for a father's shares.

If a certificate is lost or damaged

You apply for duplicates with Form ISR-4. Since 2 April 2026, the result of that request is credited straight to your demat account rather than arriving as a letter you then had to take to your participant — so a lost certificate now ends in sellable shares in one step. Lost certificates under the current rules.

If the company has changed its name or merged

The certificate still counts. A renamed or amalgamated company carries the holding forward, usually with an exchange ratio applied, and you deal with the current company's registrar. Shares of merged or renamed companies. Before you sell, work out what the holding has become — bonuses and splits often mean far more shares than the certificate shows. What old certificates are worth.

If the shares have already gone to the IEPF

Then there is nothing to dematerialise yet: the shares are with the Fund. You claim them back on Form IEPF-5, they are credited to your demat account, and you can sell from there. How to check whether they were transferred.

If the company is not listed

The 2019 rule is about listed companies. Shares in an unlisted company are transferred on Form SH-4 under the Companies Act and the company's own articles, and there is no exchange to sell on — a buyer has to be found privately. Shares of an unlisted company.

A red flag worth knowing

Unclaimed and old shares attract people who offer to buy your certificates for cash, often well below their value, and ask you to sign blank transfer deeds. Since 2019 a registrar will not register that kind of transfer for a listed company. An offer like this is either a misunderstanding of the rules or something worse, and signed blank documents can be misused. Do not sign anything you have not filled in yourself.

Tax when you sell

Selling is the point at which tax arises — not getting the shares back. For long-held and inherited shares, the grandfathering rule for holdings acquired before February 2018 usually matters more than the rate. Tax on recovered shares.

If your certificates involve any of the complications above, that is the work we do. Send us the details and we will tell you what stands between you and a sale, before you pay anything.