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A Beginner’s Guide to Unlisted Shares - Part II



Risks of Investing in Unlisted Shares in India:

 

While investing in unlisted shares offers exciting opportunities, it also comes with risks:


  1. Liquidity Issues: Unlike listed stocks, unlisted shares do not trade on stock exchanges and often have lower trading volumes, making it difficult to sell at your desired time or price.

  2. Limited Information: Private companies are not required to disclose the same level of financial information as listed companies. Most private companies usually offer annual reports, which may not be sufficient for informed decision-making.

  3. High Risk: Investing in unlisted shares comes with a higher degree of risk, especially if they are startups or in the early stages of growth. There are no guarantees of profitability, and the volatility of these shares can be unpredictable.

  4. Regulatory Uncertainty: The regulatory landscape for unlisted shares in India is not as well-defined as it is for publicly listed companies. Investors should be aware of potential changes in laws or regulations affecting private markets.

 

Unlisted Shares Taxation in India:


The taxation of unlisted shares in India follows the same principles as other forms of capital assets. When you sell unlisted shares for a profit, you will be subject to capital gains tax. The key distinctions are:


  • Short-Term Capital Gains (STCG): If you sell unlisted shares within two years of purchase, the capital gains are considered short-term and are taxed according to the individual's tax slab.

  • Long-Term Capital Gains (LTCG): If you hold unlisted shares for over two years, the gains are considered long-term and are taxed at 12.5%, without the indexation benefit.

 

How to Buy Unlisted Shares in India:


Investors can buy unlisted shares in India through a few different routes:


  1. Unlisted Shares Buying Platforms: Specialized brokers like Unlisted Capital can help facilitate the buying and selling of unlisted shares in India. These dealers often have access to private deals and can help

  2. Private Equity Firms And Venture Capital: If you are a qualified investor, you might consider investing in private equity firms or venture capital funds that specialize in acquiring unlisted shares in emerging companies. The minimum ticket size for these kind of investments may range in the crores.

  3. Employee Stock Option Plans (ESOPs): Employees are granted stock options, allowing them to buy shares at a predetermined price, often lower than market value. Some companies have provisions that allow employees to sell their shares (or options) to external buyers. In such a case, you can purchase the shares after agreeing on a mutual price, subject to the company's approval and any regulatory conditions.

  4. Private Transactions: Another way to buy unlisted shares is through private transactions. This involves negotiating with existing shareholders or directly with the company. Prices and terms are typically discussed on a case-by-case basis, making this method more personalized but potentially more complex.

 

Selling Unlisted Shares Before and After IPO:


Selling unlisted shares is subject to specific rules, especially when it comes to the timing before and after a company goes public through an Initial Public Offering (IPO). Here's a breakdown of the key points:

 

a)      Selling Unlisted Shares Before IPO

  • Private Transactions: Before a company lists its shares on a stock exchange, unlisted shares can only be sold through private transactions. This involves negotiating directly with other investors, institutions, or platforms that specialize in private equity or unlisted shares.


b)     Selling Unlisted Shares After IPO

  • Lock-In Period: For investors who purchase unlisted shares, there is usually a lock-in period which restricts the selling of shares for a specific duration, generally 6 months after the IPO. This period helps stabilize the stock price post-listing and prevents a flood of selling.


Other Top Pre-IPO / Unlisted Shares Brokers in India:

 

  1. ICICI Securities: ICICI Securities is a prominent name in India’s financial sector, offering investors a comprehensive range of pre-IPO investment options. With its robust research capabilities and extensive market reach, ICICI Securities provides detailed reports, insights, and access to exclusive pre-IPO opportunities. Its reputation for quality service makes it a popular choice among retail and institutional investors alike.

  2. HDFC Securities: HDFC Securities, a well-established name in India’s financial services industry, offers pre-IPO investment opportunities to its clients. As a subsidiary of HDFC Bank, HDFC Securities provides access to carefully selected pre-IPO investments, backed by detailed research and market insights. Their strong customer support and seamless transaction processes make it a popular choice for investors looking to explore pre-IPO investments.

  3. Axis Capital: As the investment banking arm of Axis Bank, Axis Capital is known for its successful IPO management and strong presence in the pre-IPO market. The firm offers expert investment banking services, detailed research, and access to high-potential pre-IPO deals. Axis Capital provides investors with tailored guidance, ensuring they make informed decisions when investing in emerging companies.

  4. Kotak Securities: A subsidiary of Kotak Mahindra Bank, Kotak Securities has established itself as a trusted broker for pre-IPO investments. With a wide network of relationships with private companies, Kotak offers exclusive access to high-growth investment opportunities. Investors benefit from its research-driven approach and personalized customer support.

  5. Motilal Oswal Securities: Known for its strong research capabilities and client-centric approach, Motilal Oswal Securities offers pre-IPO investment services with a focus on thorough analysis and due diligence. Investors benefit from Motilal Oswal’s extensive market experience, allowing them to identify high-potential pre-IPO opportunities early on.


Conclusion:

For investors looking to explore pre-IPO / unlisted shares opportunities in India, Unlisted Capital stands alongside leading brokers such as ICICI Securities, HDFC Securities Axis Capital, Kotak Securities and Motilal Oswal Securities as a trusted platform. If you opt for Unlisted Capital we offer you comprehensive networks, detailed market research, and exclusive access to promising pre-IPO investments. We provide the support and insights needed for investors to make well-informed decisions and capitalize on early-stage growth potential and also help you in ensuring in-depth research and aligning investments.

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