When does a private company need an ISIN?
A private company that is not a small company needs an International Securities Identification Number because its securities have to be held in dematerialised form. The number is 12 characters. It identifies the security, not the shareholder.
No. A private company that is a small company is outside the dematerialisation rule. Paid-up capital up to ₹4 crore and turnover up to ₹40 crore, both of them, is the current small-company test, and a holding or a subsidiary is excluded even inside those figures.
What is the number?
An ISIN is the code a depository allots to one security so that the security can be credited to a demat account. The first two characters are the country code. For a security issued in India they are IN. Searching a depository’s public lookup is not the same step as the company applying for the number.
Which private company needs one?
Rule 9B requires every private company other than a small company to issue securities only in dematerialised form and to facilitate dematerialisation of the securities it has already issued. The period the Ministry notified for that compliance ended on 30 June 2025. That date has passed.
A small company has paid-up capital up to ₹4 crore and turnover up to ₹40 crore. Both limits apply. A holding company, a subsidiary, and a section 8 company are not small companies even when the rupees are inside those limits, so the small-company exemption does not cover them. An unlisted public company was already required to dematerialise under the earlier rule. That earlier rule is not this private-company test.
How is it obtained?
The board chooses a registrar and transfer agent and one depository, National Securities Depository Limited or Central Depository Services (India) Limited. The company signs the agreements those bodies require, and the depository allots the ISIN. Each holder then holds the security in a demat account. The company does not keep a paper share certificate as the form in which a new security is issued.
What does the number not do?
The ISIN does not incorporate the company and it does not reserve the company’s name. It does not by itself transfer a share. A transfer is credited in the demat account after the holder instructs the depository participant. The company’s own constitution is on the private limited company page.
Frequently asked questions
Four questions cover a small company, one number for every holder, the two depositories, and 30 June 2025.
Does a small company need an ISIN?
No. A private company that is a small company is outside the dematerialisation rule. Paid-up capital up to ₹4 crore and turnover up to ₹40 crore, both of them, is the current small-company test, and a holding or a subsidiary is excluded even inside those figures.
Is one ISIN enough for every shareholder?
One ISIN identifies one security. Every holder of that security uses the same number in a demat account. A different class of security needs its own ISIN.
Must the company join both depositories?
No. The company obtains the ISIN from National Securities Depository Limited or from Central Depository Services (India) Limited. It does not have to register the same security with both.
Did 30 June 2025 remove the duty?
No. That was the last day of the period the Ministry notified for a private company that is not a small company. After that date the securities are issued only in dematerialised form.
Sources
Dematerialisation of a private company’s securities is Rule 9B of the Companies (Prospectus and Allotment of Securities) Rules, 2014. An ISIN is the identifier a depository allots.