Part of our guide to physical shares and demat
Shares you receive through the 2026 special window come with a condition. For one year you can't sell them, pledge them, or have a lien marked on them. If you are counting on the money soon, read this before you apply.
What the circular says
The lock-in runs for one year from the date the transfer is registered. During that year the shares cannot be transferred, lien-marked or pledged. When the company or registrar credits them to your demat account, it tells the depository about the lock-in, so the restriction is applied to the holding.
The undertaking-cum-indemnity you sign words it slightly differently: a lock-in of one year after the shares are credited to your demat account. Registration and credit are usually close together, but if the exact date matters to you, ask the registrar for both.
What the circular does not cover
The circular restricts transfer, pledge and lien-marking. It says nothing about dividends, voting, or bonus shares and splits during the year. As the registered owner you would ordinarily receive dividends and be able to vote. If the company announces a bonus or a split during your lock-in year, ask the registrar how the new shares will be treated.
Nor does it say what happens if you die during the lock-in. Transmission to heirs isn't a sale, but your family should raise it with the registrar rather than assume.
If fraud is detected
If fraud comes to light during the year, the lock-in continues past the year until further notice. The shares are then released only to the claimant named in an order from a competent court. Lock-ins like this give a false claim time to surface before the shares can be sold on, which matters in a window that accepts old paperwork and sellers who can't be found.
Planning around it
- Selling: not possible for the year. The price can move either way in that time.
- Borrowing against the shares: not possible for the year, since pledges and liens are blocked
- Your demat account: keep it active and your KYC current, so that nothing else holds the shares up when the year ends
- The window's deadline: the lock-in doesn't change it. Requests must still be lodged by 4 February 2027.
Everything else about the window, from eligibility to the documents it needs, is in the overview.
Procedures detailed in this guide cite sovereign circulars, statutory rules, and court precedents governing Indian securities and estate transmission:
- SEBI Circular: Special Window for Transfer of Physical Securities (30 Jan 2026) Reference: SEBI/HO/MIRSD/MIRSD-PoD-1/P/CIR/2026/16SEBI
- SEBI Master Circular for Registrars to an Issue and Share Transfer Agents Reference: SEBI/HO/MIRSD/POD-1/P/CIR/2024/37SEBI
- SEBI Circular on Common Standard Operating Procedure (SOP) for Folios Reference: SEBI/HO/MIRSD/POD-1/P/CIR/2023/181SEBI

About Ravinder Kumar
Founder & Managing Director · MBA in Finance & International Corporate LawSecurities recovery strategist and capital markets advisor. Ravinder has led Global Equity Solutions since 2008, overseeing over ₹250 Cr in asset claims across IEPF authorities, company registrars, and corporate secretarial desks for 5,800+ families.
Free review of your physical shares
Tell us the company and what you have: certificates, a transfer deed, or only an old dividend letter. We work out the route and what it needs.
