Resources
Through NSDL & CDSL — a practical, step-by-step guide for off-market transfers.
Last reviewed: 26 September 2026
When you transfer unlisted shares through an off-market transaction, stamp duty may be applicable on the transaction. The stamp duty is generally paid before the shares are transferred through the depository. The process differs slightly depending on whether your Demat account is maintained with CDSL or NSDL. This guide explains how to calculate and pay stamp duty for both.
Stamp duty is a statutory charge applicable to certain securities transactions, including transfers of shares through off-market transactions.
For an eligible transfer of unlisted shares, the applicable stamp duty needs to be paid before the transfer is completed. Your Depository Participant (DP) may not process the transfer if the required stamp duty has not been paid. The amount of stamp duty is calculated with reference to the consideration/value of the transaction.
The first step is to determine the consideration amount of the transaction.
Consideration Amount = Number of Shares × Agreed Price per Share
For example, if you are transferring 100 unlisted shares at ₹150 per share:
100 × ₹150 = ₹15,000
The applicable stamp duty can then be calculated using the relevant depository’s stamp-duty facility.
If your Demat account is with CDSL, you can calculate the applicable stamp duty using the CDSL stamp-duty calculator.
Once the stamp duty amount has been calculated, the payment can be made through the designated CDSL payment mechanism. For certain CDSL transactions, the investor may need to add the designated CDSL account as a beneficiary in their internet-banking facility. The beneficiary details and account number should be obtained from the current CDSL instructions applicable to your transaction. Once the beneficiary has been activated by your bank, the applicable stamp duty can be remitted through the permitted banking channels.
For securities held in an NSDL Demat account, stamp duty can be calculated and paid through the NSDL stamp-duty facility.
The underlying stamp-duty requirement applies irrespective of whether your unlisted shares are held through CDSL or NSDL. However, the payment process and interface differ.
| Particular | CDSL | NSDL |
|---|---|---|
| Stamp-duty calculation | CDSL facility | NSDL facility |
| ISIN required | Yes | Transaction dependent |
| Payment process | As per CDSL’s current instructions | Through NSDL’s payment facility |
| Banking beneficiary may be required | Depending on payment method | Generally not required via online facility |
| Payment confirmation | As per CDSL process | As per NSDL process |
Stamp duty may be applicable on an off-market transfer of securities. The exact applicability and rate depend on the nature of the transaction and prevailing regulations.
For a sale/transfer transaction, the applicable stamp duty is generally borne by the buyer or seller depending on the nature of the transaction and applicable law. Confirm the obligation for your specific transaction before making the transfer.
Where stamp duty is applicable, it should be completed as required by the depository/transaction process before or in connection with the transfer.
Payment methods depend on the depository and its current payment facility. NSDL’s online facility may provide digital payment options, while CDSL’s process can differ.
The applicable statutory rate is not determined simply by whether your Demat account is with NSDL or CDSL. However, the method of calculating and paying the amount can differ.
If the required stamp duty has not been paid, the transfer may not be processed by the relevant intermediary/depository until the requirement is fulfilled.
Before initiating an off-market transfer, keep the following ready:
Most importantly, verify the latest stamp-duty rate and payment instructions directly with CDSL, NSDL or your Depository Participant, as procedures and payment details may change.
Disclaimer. This article is intended for general informational and educational purposes only. Stamp-duty rates, applicability, payment mechanisms and depository procedures may change from time to time. Readers should verify the current requirements with the relevant depository, Depository Participant or qualified professional before initiating a transaction involving unlisted securities.
