Procedure For Change of Registrar and Transfer Agent (RTA)

Procedure for Change of RTA

The procedure to change Registrar and Transfer Agent for companies or mutual fund houses requires them to submit a long list of certified documents or copies to the Central Depository Services Private Limited (CDSL). After receiving such documents, CDSL verified each of the received documents and ensure that they are in a prescribed order to proceed with the RTA change request. Once the verification gets completed, an execution agreement is furnished by the CDSL to the issuer company/RTA.

However, often RTA change procedure takes a long time and requires the companies/mutual fund houses to submit a long list of certified and accurate documents, which they are generally unaware.

Therefore, the given article will provide detailed information regarding the RTA change procedure along with the mandatory documents that need to furnished by the companies to CDSL.

Here is a list of all the Key Documents whose Certified Copies Need to be Submitted by any Particular Company/Issuer to the CDSL for Change of Registrar and Share Transfer Agent (RTA):

1. Tripartite Agreement

A tripartite agreement is a legal document that depicts all the obligations and responsibilities of all the parties, i.e., the issuer/company, its RTA, and CDSL, involved in the agreement. In case of RTA change request, the issuer or company must submit a fresh tri-partite agreement duly written on an INR 600/- stamp paper and must also be signed by the authorized signatories of RTA and company/issuer.

For more details about this agreement, you can visit/download the PDF (Tri-partite (for franking and e-stamping / on stamp paper) Agreement)

2. No Objection Certificate (NOC)

A NOC is a legal document that is issued by any organization/entity reflecting that it does not have any objection against the details that are encoded in the NOC document. The companies requesting for RTA change must furnish a no objection certificate (NOC) from the existing RTA (written on its letterhead) to the CDSL.

For more details about the NOC format of existing Registrar & Transfer Agent (RTA), you can download the PDF (No Objection Certificate (NOC))

3. Application Fee Charged By CDSL

Any particular company furnishing an RTA change request must submit the document reflecting the total application fees charged by CDSL towards the change of RTA to issuer/company.

For more details, you can visit/download the PDF (Application Processing fees)

4. Latest Certificates from Practising CA/CS

The company requesting RTA change to CDSL is also obligated to furnish details about its annual balance with CDSL, NSDL, total issued capital, and Physical shares according to the register of members. All such details need to be filled and certified by the practising Company Secretary (CS)/ Chartered Accountant (CA).

For more detail about the format of CA certificate for the same, you can click on the given PDF (Latest certificate from practicing Company Secretary / Chartered Accountant)

5. Master Creation Form (MCF)

A Master Creation Form/Letter of Intent is generally used by the companies to register as an Issuer with NSDL, allowing it to offer the demat facility to its shareholders by submitting its securities. In case of an Registrar and Share Transfer Agent change request, Master Creation Form also needs to file by the issuer/company to the CDSL on the company letterhead. The Form needs to be duly stamped and signed by the authorized signatories of the company (sign must be on every page).

The document format of Master Creation Form can be download with the help of given PDF (Master Creation Form (MCF))

6. Letter of Acceptance/Consent (LOA)

The company filing RTA change request is also compelled to submit the Letter of Acceptance/Consent (LOA) to the CDSL, indicating that the new RTA is ready to handle all the responsibilities related to managing company securities. This LOA needs to be written on the new RTAs letterhead.

You can easily download the document format for LOA from the given PDF (Letter of Acceptance/Consent) Note: LOA is not required in case of in-house RTA.

7. Declaration Statement

Lastly, the issuer/company requesting for Registrar & Share Transfer Agent change to CDSL is also required to furnish a declaration statement on behalf of the company indicating that it will comply to all the mandatory rules and regulations related to change of RTA. The company also stands responsible for handling all the grievances/complaints that might arise during the change of RTA.

To get more details about the declaration document structure, you can download the PDF (Declaration from Issuer Company)

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