Stamp Duty on Share Issuance in India: The 2026 State-wise Reference

The Finance Act, 2019, with effect from 1-July-2020, centralised stamp duty on issue and transfer of securities — the long-overdue reform of a regime that had 28 different rates across states. The new centralised rate is 0.005% on issue and 0.015% on transfer of dematerialised securities. But the state-issued share certificates layer, the physical share transfer layer, and the variability in some specific transactions are still alive. This article is the 2026 state-wise reference no CS should be without.

The 2020 centralisation in one paragraph

Post 1-July-2020, all instruments of issue and transfer of securities through the depository (NSDL / CDSL) attract stamp duty at uniform rates collected centrally by the stock exchanges / depositories: 0.005% on issue, 0.015% on transfer for dematerialised, 0.005% on creation of mortgage of any debt instrument. Distributed back to the State of the buyer or holder. This is the regime that operates for the vast majority of share allotments.

Where state stamp duty still operates

• Physical share certificates. Schedule I-A of each state's Stamp Act — varies from ₹1 per ₹1,000 to ₹10 per ₹1,000. Most companies in dematerialised form do not encounter this except for sweat equity or specific allotments in physical mode.
• Physical share transfers using SH-4. State Stamp Act applies. Some states charge 0.25% of consideration, others 0.5%.
• Schemes of arrangement and certain corporate actions. Stamp duty on schemes — state-specific, computed on different bases (face value, market value, swap-ratio aggregate). Maharashtra, Gujarat, Karnataka, and Tamil Nadu have specific scheme-stamp regimes.
• SH-7 — increase in authorised capital. Stamp duty under state Stamp Act, paid alongside ROC filing. State-by-state slab system.
• MoA and AoA on incorporation. State-specific. SPICe+ collects upfront.

State-wise SH-7 (increase in authorised capital) ready reckoner

• Maharashtra: 0.2% of authorised increase, max ₹50 lakh (post-2018 amendment).
• Karnataka: 0.15% of increase, max varying.
• Tamil Nadu: 0.15% of increase, with state-specific caps.
• Delhi (NCT): 0.15% of increase up to slabs.
• Gujarat: 0.15% of increase, capped.
• Telangana / Andhra Pradesh: 0.15% of increase.
• West Bengal: 0.15% with separate rates.
• Haryana: 0.15% of increase.
• Uttar Pradesh: ad valorem subject to state cap.

Always confirm the current rate against the state Stamp Act before depositing — these slabs have moved more in the last five years than they did in the previous fifty.

Physical share transfer — when this still happens

Physical share transfers are now restricted under SEBI's mandatory dematerialisation rules — listed company shares must be in demat form for any transfer. Private company shares can still be transferred physically. The SH-4 instrument attracts state stamp duty:

• Typically 0.25% to 0.5% of consideration, varying by state.
• The SH-4 should be properly stamped before lodgement.
• Under-stamping is a frequent cause of share transfer rejection by the company / RTA.

The five common mistakes

• Treating the 0.005% centralised rate as covering everything. SH-7 stamp duty is separate.
• Computing SH-7 stamp on paid-up rather than authorised increase. The authorised figure is what attracts duty.
• Missing the cap. States usually cap the SH-7 stamp at a maximum; computing on the slab without applying the cap overpays.
• SH-4 understamped. Common cause of registrar rejection.
• Stamp duty on scheme of arrangement mis-computed because each state computes on a different base.

How Delta Filings handles stamp duty

The Delta Filings calculator module ships the current state-wise SH-7 rates (with caps), the centralised allotment / transfer duty pre-calculated against any cap table change, and the scheme-of-arrangement state-specific computation engine. For a CS running multi-state corporate actions, the time saved on rate look-ups and the avoidance of under-payment errors is meaningful.

The closing note

Stamp duty is the boring line item that consistently surfaces in due diligence. Acquirers' counsel love to flag an under-stamped SH-4 from 2019 as a cleanup item. The cost of doing it right at the time is small. The cost of cleaning up six years later is not.