How to Get a Duplicate Share Certificate? Process, Documents & Rules

Losing a physical share certificate can be stressful, but you can get a duplicate copy by following a specific legal process. According to the Companies Act 2013 and SEBI guidelines, a company must issue a duplicate certificate if the original is lost, stolen, or damaged. To start, you must immediately inform the company and its Registrar and Share Transfer Agent (RTA) to freeze the shares. Depending on the value of the shares, you may need to file an FIR and publish a newspaper notice. Since 2025, SEBI has simplified these rules by raising the threshold for basic documentation and mandating that all duplicate shares be issued only in demat form for better safety.

A share certificate is a legal document that proves you own a specific number of shares in a company. When this paper is lost, misplaced, or torn, you lose the physical proof of your investment. A duplicate share certificate is a new document issued by the company that carries the same value as the original.

Once a duplicate is issued, the old certificate is marked as cancelled or invalid in the company records. This ensures that no one else can use your lost paper to claim your money or sell your shares.

When Can You Apply for a Duplicate Certificate?

Under Section 46 of the Companies Act 2013, you can request a duplicate certificate in the following cases:

Loss or Theft: You cannot find the certificates at home or they were stolen.
Destruction: The certificates were destroyed in a fire, flood, or by pests.
Damage: The paper is torn, mutilated, or the text has faded so much that it is unreadable. In this case, you must surrender the damaged original to the company.

Step-by-Step Process to Get Your Duplicate Shares

The process involves coordinating with the company where you hold shares and its RTA. Here is the path you need to follow:

1. Immediate Intimation

As soon as you realize the shares are missing, write a letter or an email to the company and its RTA. Provide your full name, address, folio number, and the number of shares. The company will then put a Stop Transfer tag on your folio for at least 30 days to prevent any fraudulent sale.

2. Search for the RTA Details

If you do not know who the RTA is, you can find this information on the official National Stock Exchange (NSE) or Bombay Stock Exchange (BSE) websites. Search for the company name, and the Investor Information or Corporate Information section will list the RTA name and contact details.

3. Filing a Police Complaint (FIR)

If the value of your shares is high (usually above Rs. 10 Lakhs as per the latest SEBI rules from late 2025), you must file a First Information Report (FIR) or an e-FIR. The complaint should mention the company name, folio number, and certificate numbers.

4. Newspaper Advertisement

For high-value holdings, the company will publish a notice in one English national newspaper and one regional language newspaper. This informs the public that the certificates are lost and invites anyone with an objection to come forward within 15 days.

5. Preparation of Legal Documents

You will need to sign an Indemnity Bond and an Affidavit. These documents state that you have truly lost the shares and that you will protect the company if any future legal issue arises because of the new certificate.

6. Submission and Verification

Send the complete set of documents to the RTA. They will verify your signature against their old records. If everything matches, the company board will pass a resolution to issue the duplicate.

New SEBI Rules (2025-2026 Update)

To make things easier for investors, SEBI introduced new rules in December 2025 and early 2026. The most important changes are:

Higher Threshold: The limit for simplified documentation has been increased from Rs. 5 Lakhs to Rs. 10 Lakhs. If your shares are worth less than this, you do not need an FIR or newspaper ad.
Standard Formats: SEBI now provides a standard format for the Affidavit and Indemnity Bond. RTAs can no longer ask for their own different versions.
Mandatory Demat: You will not get a new paper certificate. SEBI has made it mandatory that all duplicate securities be issued only in demat form. You must have a demat account to receive your shares.

The amount of paperwork depends on the current market value of your shares. You can check the current price on the NSE or BSE to find your total value.

Share Value	Documents Required
Up to Rs. 10,000	A simple undertaking on plain paper. No stamp paper or notary is needed.
Rs. 10,001 to Rs. 10 Lakhs	Standard Affidavit-cum-Indemnity Bond on non-judicial stamp paper.
Above Rs. 10 Lakhs	Affidavit-cum-Indemnity Bond + FIR/Police Complaint + Newspaper Ad.

Common Reasons for Rejection

Signature Mismatch: If your signature has changed over the years, the RTA will reject the request. You will then need a Signature Attestation from your bank manager.
Old Address: If you have moved houses and did not update your address with the company, the records will not match. You must first apply for an address change.
Incomplete Folio Details: Missing certificate or distinctive numbers on the forms can lead to rejections.

Cost of Getting a Duplicate Certificate

While the process is for your benefit, there are some costs involved:

Stamp Duty: You have to pay for the stamp paper for the Indemnity Bond and Affidavit.
Notary Fees: To get the documents signed by a Notary Public.
Advertisement Charges: Companies usually recover the cost of the newspaper notice from the investor.
RTA Fees: Some companies charge a small administrative fee (usually capped at Rs. 50 per certificate by the Board).

Conclusion

Getting a duplicate share certificate is a structured legal task that requires patience. However, with the new 2026 SEBI guidelines, the process is much faster for small and medium investors. By moving your lost physical shares into a demat account, you not only recover your investment but also protect it from ever getting lost again. Always rely on the NSE or BSE websites to find the correct company details and RTA addresses to ensure your application reaches the right hands.

Frequently Asked Questions (FAQs)

Once you submit all correct documents, a listed company must process your request and issue a Letter of Confirmation (for demat) within 45 days.

Can I get a paper certificate as a duplicate?

No. As per latest SEBI rules, all duplicate shares are now issued only in electronic (demat) form. You must open a demat account if you don't have one.

What if I find the original certificate after getting a duplicate?

Once a duplicate is issued, the original certificate becomes invalid. If you find it later, you should inform the company and ideally destroy the old paper to avoid confusion.

Is a police FIR mandatory for all lost shares?

No. An FIR is only mandatory if the value of the lost shares is more than Rs. 10 Lakhs as per the latest 2026 guidelines.

What is an Indemnity Bond?

It is a legal promise you make to the company. You agree that if someone else uses the lost certificate and the company suffers a loss, you will pay for that loss.

How do I calculate the value of my shares for the limit?

The value is calculated using the closing price of the shares on the NSE or BSE on the day before you submit your application.

My company has changed its name. What should I do?

You should still apply to the current RTA of the company. The RTA records will show the history of name changes or mergers.

A nominee can only apply after the death of the original holder. If the holder is alive, only they can apply for the duplicate.

What if the company is no longer listed on the stock exchange?

You can still get a duplicate, but the process might take longer (up to 3 months). You will need to find the company’s registered office or their current RTA.

Do I need to visit the company office in person?

No. You can send all the notarized and signed documents to the RTA by registered post or courier.

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