Incap Limited, a publicly listed company on the Bombay Stock Exchange (BSE) under Security Code 517370, has formally confirmed its regulatory compliance for the quarter ended 30 June 2025 by submitting the Certificate under Regulation 74(5) of SEBI (Depositories and Participants) Regulations, 2018.

This routine but essential disclosure demonstrates the company's commitment to transparency, regulatory discipline, and investor protection in India’s capital markets.

What is SEBI Regulation 74(5)?
Regulation 74(5) of the SEBI (Depositories and Participants) Regulations, 2018, is a critical compliance requirement for all listed companies in India. It obligates companies or their Registrar and Share Transfer Agents (RTAs) to certify that:

• All securities received for dematerialisation have been verified.

• Physical share certificates have been mutilated and cancelled to prevent fraud.

• The register of members has been updated to reflect the depositories (NSDL and CDSL) as the new registered owners within SEBI’s prescribed timelines.

Such compliance ensures the integrity of India’s electronic securities ecosystem, protects investors, and prevents misuse of physical share certificates.

Incap Limited’s Official Filing to BSE
On 5th July 2025, Incap Limited issued an official letter addressed to Bombay Stock Exchange Limited.

Key details from the letter:

• Date: 05.07.2025

• Subject: Certificate pursuant to Regulation 74(5) of SEBI (Depositories and Participants) Regulations, 2018.

• Signed by: Company’s Authorized Representative.

• BSE Security Code: 517370.

• Enclosure: Confirmation certificate from Venture Capital and Corporate Investments Private Limited, its RTA.

This letter serves as formal proof that the company is fulfilling its regulatory obligations for the quarter ending 30 June 2025.

Role of the Registrar and Share Transfer Agent (RTA)
Incap Limited’s RTA is Venture Capital and Corporate Investments Private Limited, a SEBI-registered entity specialised in managing share registry services for listed companies.

Key RTA responsibilities include:

• Receiving and verifying dematerialisation requests.

• Ensuring physical share certificates are authentic.

• Mutilating and cancelling approved certificates to prevent fraudulent reuse.

• Updating the register of members to reflect NSDL and CDSL as the rightful owners.

• Certifying these processes to the stock exchanges on a quarterly basis.

The RTA acts as a trusted intermediary, guaranteeing that companies like Incap Limited maintain compliance with SEBI’s strict rules.

Content of the RTA’s Certificate
The certificate attached to Incap Limited’s filing is dated 03 July 2025 and was signed by an Authorized Signatory of Venture Capital and Corporate Investments Pvt. Ltd.

Key confirmations include:

• All securities received for dematerialisation during April to June 2025 were properly verified.

• Physical share certificates were mutilated and cancelled after verification.

• The name of the depositories (National Securities Depository Limited and Central Depository Services (India) Limited) was updated in the company’s records within 15 days of receiving valid Demat Request Forms (DRF) and share certificates.

• Details of such processed securities were furnished to the stock exchange(s).

These confirmations form the core compliance that SEBI requires to ensure investor interests are fully protected.

Dematerialisation: Securing Investor Interests
Dematerialisation is the conversion of physical share certificates into electronic form—a major reform in India’s capital markets.

Benefits of dematerialisation include:

• Eliminates risk of loss, theft, or forgery of physical certificates.

• Ensures fast and secure settlement of trades.

• Reduces paperwork and administrative burdens.

• Increases transparency and auditability of shareholdings.

SEBI Regulation 74(5) underpins this system by mandating rigorous checks and certifications for every dematerialisation request.

Process Ensured by Regulation 74(5)
The quarterly filing ensures that:

• All DRFs are processed only after thorough verification.

• Any physical certificates are mutilated and destroyed after acceptance, preventing their reuse.

• The company's register of members accurately shows NSDL and CDSL as the owners, safeguarding electronic records.

• Stock exchanges have complete transparency about dematerialisation activity.

This process protects the entire financial system from fraud and operational errors.

Details of Incap Limited’s Compliance Letter
The company's letter to BSE clearly includes:

• Company Letterhead with CIN: L32101AP1990PLC011311.

• Registered office at 1-58, Nidamanur, Vijayawada - 521104, Andhra Pradesh.

• Contact details including email and phone.

• Explicit mention of SEBI Regulation 74(5) compliance for the quarter ended 30 June 2025.

• Reference to the enclosed RTA-issued certificate.

Such formal communication assures the stock exchange and all investors that the company has adhered to its compliance obligations.

Venture Capital and Corporate Investments Pvt. Ltd. as RTA
Venture Capital and Corporate Investments Pvt. Ltd. is an experienced, SEBI-registered Registrar and Share Transfer Agent.

Their job includes:

• Receiving demat requests via NSDL and CDSL participants.

• Verifying ownership and authenticity of physical share certificates.

• Communicating acceptance or rejection to depositories.

• Ensuring mutilation and cancellation of physical certificates.

• Updating the company’s shareholding records in compliance with SEBI rules.

Their certification is a legal and operational requirement under Regulation 74(5).

Investor Reassurance Through Compliance
For shareholders and potential investors in Incap Limited, this filing offers important assurances:

• The company is vigilant and compliant with SEBI regulations.

• Investor holdings are securely processed and accurately recorded.

• There is zero risk of duplicate or fraudulent use of physical certificates.

• The company maintains transparency in its reporting to stock exchanges.

Such consistent compliance supports market integrity and investor confidence.

SEBI’s Regulatory Intent
SEBI’s goal with Regulation 74(5) is to:

• Eliminate manual errors and fraud risks in dematerialisation.

• Maintain accurate ownership records.

• Ensure depositories hold clean, verified, and authenticated securities.

• Promote electronic record-keeping for transparency and ease of transfer.

By mandating quarterly certification, SEBI ensures companies cannot skip or delay these critical steps.

Stock Exchange Oversight
BSE plays an important role in enforcing these rules by:

• Requiring companies to submit 74(5) certificates every quarter.

• Making such filings publicly accessible to investors and analysts.

• Ensuring uniform standards of disclosure across the market.

This supports an efficient, secure, and trustworthy trading environment.

Conclusion
By submitting its SEBI Regulation 74(5) Certificate for the April–June 2025 quarter, Incap Limited demonstrates strong corporate governance, regulatory compliance, and commitment to investor protection.

The certification by Venture Capital and Corporate Investments Pvt. Ltd., its Registrar and Share Transfer Agent, confirms that all dematerialisation processes were executed correctly, physical certificates were destroyed, and depository records were updated.

Such filings are not just routine paperwork—they are fundamental assurances that India’s capital markets remain safe, transparent, and investor-friendly.

By maintaining consistent compliance, Incap Limited builds investor trust, supports SEBI’s regulatory mission, and contributes to the robustness of India’s modern dematerialised trading ecosystem.

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