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If a Regulation 74(5) certificate is missing or delayed, first identify which document or processing step is outstanding. For a company filing, check the exchange and issuer disclosure records, then ask the registrar and transfer agent (RTA) in writing for the certificate and its status. If your own dematerialisation request is pending, contact the depository participant (DP) handling it and ask which step remains. The label “Regulation 74(5) certificate” is used in related contexts; the right next step depends on whether the issue concerns demat processing, an issuer filing, or a public disclosure.
Identify what is missing
Regulation 74(5) of India’s SEBI (Depositories and Participants) Regulations, 2018 is associated with dematerialisation processing and certificates that issuers may disclose. Before chasing a document, write down the relevant demat request or reporting quarter and determine whether the missing item is:
- the certificate or confirmation from the RTA or another processing participant;
- the issuer’s filing copy or confirmation that it submitted a certificate to an exchange; or
- the public listing of a filing that may already have been submitted.
These are different problems. An absent public webpage entry does not, by itself, establish that the certificate was never issued or filed.
If you are handling an issuer filing
Check the records for the relevant quarter
Search the company’s exchange filing portal and its investor-relations or disclosure page for the relevant period. Some issuers group these records as quarterly dematerialisation certificates and publish quarter-ended examples; for instance, an issuer disclosure page does so at BSE’s issuer disclosure page. Use the company’s own filing record to distinguish a missing certificate from a filing that is simply not visible where you first looked.
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Ask the RTA for a dated status and the document
Send a written request identifying the company and the quarter or demat requests concerned. Ask the RTA to confirm whether the certificate has been issued, the date, how it was sent, and—if it has not been issued—the reason and expected next step. Company secretarial reports provide examples of issuers attributing a delayed filing to non-receipt from the RTA and filing after receipt; those examples make the RTA a relevant contact, but do not establish a universal procedure for every issuer.
File when available and retain the trail
Once the certificate is available, complete any filing required for the issuer and retain the request, response, certificate, submission acknowledgement, and any exchange correspondence. A 2025 secretarial compliance report recorded a five-day delay and attributed it to non-receipt from the RTA; another 2025 report described filing after the RTA provided the certificate. These are company-specific examples, not a general grace period or assurance against enforcement.
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If your dematerialisation request is pending
Contact the DP that accepted your request first, and also contact the issuer or RTA if the DP indicates the outstanding step is on their side. Give the security details and request date; ask which processing step remains incomplete and whether the required certificate or confirmation has been issued. SEBI’s circular connects Regulation 74(5) with issuer/RTA demat processing, but the available materials do not establish a complete current investor escalation timetable. Check current official guidance for the complaint route that fits your case.
How to interpret the 15-day references
Do not assume that every 15-day reference describes the same obligation. SEBI’s April 16, 2020 circular referred to an existing 15-day timeline for issuer/RTA processing of demat requests. The circular also included COVID-era measures concerning excluded dates and backlog; those emergency measures should not be treated as current relief. Separately, a 2025 secretarial compliance report described a requirement to file a certificate with each exchange within 15 days after quarter-end. That report is evidence of how a particular filing obligation was described, not a substitute for checking the current rule and exchange instructions for your issuer and filing.
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For an exact due date, have the company secretary or securities-law adviser check the current SEBI regulations, the relevant exchange’s latest instructions, and the issuer’s listing status. Do not use the historical COVID-era relaxation as an assumed extension.
Possible consequences of a delay
Secretarial compliance reports show that delayed or non-compliant filings can be recorded, including where the stated cause was that the RTA had not sent the certificate. The available examples do not establish one automatic penalty that applies to every delay. The outcome depends on the applicable obligation and the facts; if the issuer receives an exchange notice or specific direction, review that notice and obtain case-specific advice.
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Keep a clear record
A dated written trail helps establish what was requested, when the certificate arrived, and when a filing was made. Keep copies of:
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- the original request or follow-up to the DP or RTA;
- the response and any explanation for delay;
- the certificate and its issue or dispatch details;
- the exchange submission acknowledgement or correspondence; and
- the public disclosure link or record, if relevant.
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