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Legal & taxation

SEBI rules, capital gains treatment, RBI guidelines, demat transfer mechanics, and compliance for private securities.

16 articles

Tax on Selling Unlisted Shares: What Sellers Actually Pay

Selling unlisted shares can involve up to two taxable events: perquisite tax when ESOPs are exercised, and capital gains when the shares are sold — with a 24-month holding period separating long-term from short-term. Plus the TDS rules NRI sellers cannot skip.

5 minRead

Rule 11UA, FMV & Section 56(2)(x) for Unlisted Shares

If you buy unlisted shares below their fair market value, Section 56(2)(x) can tax the difference as your income. Here's how Rule 11UA computes FMV and how to stay onside.

6 minRead

Is Dividend on Unlisted Shares Taxable?

Dividends on unlisted shares are fully taxable in the shareholder's hands at slab rate since FY 2020-21. The company also deducts TDS under Section 194. Here's how it works.

5 minRead

Tax on Bonus & Split Unlisted Shares

Bonus and split unlisted shares change your share count but follow specific tax rules. Bonus shares carry a nil cost; splits divide the original cost. Here's how the holding period works.

5 minRead

Tax on Gifting & Inheriting Unlisted Shares

Gifting and inheriting unlisted shares each carry their own tax rules. Here's when a gift is taxable in the recipient's hands, and how the original cost and holding period carry over.

6 minRead

Section 54F Exemption on Unlisted Share Gains

Section 54F lets you exempt long-term capital gains on unlisted shares if you reinvest the sale proceeds into a residential house. Here are the conditions, caps, and traps.

6 minRead

SEBI Lock-In Rules for Pre-IPO Shareholders — What You Need to Know

When a company you invested in through unlisted shares goes public, SEBI's lock-in rules determine when you can sell. Here's exactly who is locked in, for how long, and the key exceptions that may apply to secondary market buyers.

6 minRead

SEBI Rules for Unlisted Shares — What Retail Investors Need to Know

SEBI has specific rules around unlisted shares — from public offer restrictions to reporting requirements for companies. Here's what retail investors need to understand about the regulatory landscape before buying.

6 minRead

Can NRIs Buy Unlisted Shares in India? FEMA Rules Explained

NRIs can invest in Indian unlisted shares under FEMA regulations, but the rules differ from resident Indian investments. Here's exactly how the NRI route works, including repatriation and tax implications.

6 minRead

Capital Gains Tax on Unlisted Shares in India — A Complete Guide

Everything investors need to know about capital gains tax on unlisted shares in India: LTCG vs STCG, the 24-month holding period rule, current rates, indexation, and legal ways to reduce your bill.

6 minRead

Tax on ESOP Buyback in India — What Employees Actually Pay

ESOP buybacks trigger two separate tax events for employees: tax at exercise and capital gains tax at sale. Most employees only plan for one. Here's how the full tax calculation works.

6 minRead

How to Calculate Indexed Cost of Acquisition for Unlisted Shares

Indexation can significantly reduce your long-term capital gains tax on unlisted shares. Here's the exact formula, current CII values, and worked examples for FY 2024-25.

5 minRead

TDS on Unlisted Share Sales in India — Does It Apply?

TDS (Tax Deducted at Source) generally does not apply to unlisted share sales between Indian residents. But there are important exceptions for NRIs and buybacks. Here's the full picture.

4 minRead

How to Show Unlisted Shares in Your ITR — Complete Filing Guide

Many investors hold unlisted shares but don't know how to declare them in their Income Tax Return. Here's a complete guide to which ITR form, which schedule, and what information you'll need.

6 minRead

Off-market transfers: stamp duty, DIS, and what can go wrong

Every unlisted-share trade in India settles via an off-market transfer. Here's the mechanic and the 3 failure modes.

1 minRead

Tax on unlisted-share investments in India (2026 guide)

Capital gains treatment, holding periods, stamp duty, TDS, and how to report unlisted-share P&L on your ITR.

2 minRead