Off Market Annexure

Understanding the off-market share transfer process and associated documentation for unlisted share transactions in India.

What is an Off-Market Transfer?

An off-market transfer refers to the transfer of shares directly between two parties without the involvement of a stock exchange. Unlike on-market trades executed through exchanges like NSE or BSE, off-market transfers are settled directly between the buyer and seller through their respective Depository Participants (DPs).

This is the standard method used for trading unlisted shares, as these shares are not available on any recognized stock exchange.

Documents Required

📋 Delivery Instruction Slip (DIS)

A physical or electronic instruction from the seller to their DP to transfer shares to the buyer's demat account.

🆔 PAN Card Copy

Self-attested PAN card copies of both buyer and seller are required for KYC compliance.

📄 Client Master List (CML)

A document from the buyer's DP containing their demat account details — DP ID, Client ID, and beneficiary name.

🏦 Bank Details

Bank account details of both parties to facilitate payment settlement via NEFT/RTGS/IMPS.

Transfer Process

  1. Buyer and seller agree on quantity and price of unlisted shares
  2. Buyer shares their Client Master List (CML) with the seller
  3. Seller fills out the Delivery Instruction Slip (DIS) with buyer's demat details
  4. Seller submits the DIS to their Depository Participant (DP)
  5. Payment is made by the buyer to the seller's bank account
  6. Shares are credited to the buyer's demat account within 24–48 hours

Important: At UnlistedGain, we handle the entire off-market transfer process end-to-end, ensuring your shares are safely transferred to your demat account with full documentation support.

Key Points to Remember

  • Off-market transfers are subject to stamp duty as per state regulations
  • Capital gains tax is applicable on the sale of unlisted shares
  • Both buyer and seller must have active demat accounts
  • Always verify the ISIN of the shares before initiating a transfer
  • UnlistedGain verifies all counterparties before facilitating any transaction

Last updated: April 2026