ESOP SH-6 Register Administration

Keep your ESOP register audit-ready and due-diligence-proof, every quarter. Patron Accounting maintains your Form SH-6 Register of Employee Stock Options in real time, recording each grant, vesting, exercise and forfeiture so investors and the ROC find a clean record.

The SH-6 register is often the first document investors ask for in due diligence. It is the single source of truth for who holds what options and on what terms. A gap or a stale entry signals weak governance and can stall a funding round. Patron Accounting maintains the register as a managed, recurring service so it is always current and inspection-ready.

Content is reviewed quarterly for accuracy.

Every company that has issued employee stock options must maintain the SH-6 register, from the first grant onward.

• Unlisted private and public companies that have approved an ESOP scheme.
• Startups running ESOP pools for employees and advisors.
• Listed companies, which also follow SEBI Share Based Employee Benefits norms.
• Companies preparing for funding, audit or an acquisition due-diligence review.

Statutory anchor: under Rule 12(10), a company that issues options under Section 62(1)(b) must maintain the Register of Employee Stock Options in Form SH-6 at its registered office, failing which Section 450 penalties apply to the company and every officer in default.

• ESOP scheme document and the special resolution approving it.
• Board and shareholder resolutions for each grant.
• Grant letters with grantee, options, vesting and exercise terms.
• Exercise records, allotment details and PAS-3 references.
• Forfeiture or lapse records on employee exits.
• Cap table and any MGT-14 filings for reconciliation.

All fees and charges listed are indicative only and do not constitute a binding offer. Final amounts may vary depending on the volume of work and the complexity involved.

Professional service charges for drafting, filing, and representation are separate from the statutory fees. The exact fee depends on the complexity of the case, disputed amount, and number of hearings required. Contact us for a detailed quote.

Get a free SH-6 Register Administration consultation - Call +91 945 945 6700 or WhatsApp us. No-obligation assessment.

10,000+ Businesses | 4.9 Google Rating | 50,000+ Documents Processed | 15+ Years

Patron Accounting LLP is a CA and CS firm with 15+ years maintaining statutory registers and secretarial records for Indian companies.

With offices in Pune, Mumbai, Delhi and Gurugram, Patron Accounting serves businesses across India, both in-person and remotely.

SH-6 administration sits within broader equity compliance. See our ESOP management and compliance services for scheme design, and issue of shares for allotment on exercise.

For the wider company calendar, see private limited company compliance and secretarial audit. The register also feeds the ESOP perquisite tax computation at exercise, handled within our ESOP management and compliance services. See also the full ESOP services hub.

Governing provision: Section 62(1)(b) of the Companies Act 2013, read with Rule 12(10) of the Companies (Share Capital and Debentures) Rules 2014, requires the Register of Employee Stock Options in Form SH-6.

Custody: the register is kept at the registered office or a Board-approved place and authenticated by the Company Secretary or an authorised person; it is maintained and produced on inspection, not filed as an MCA e-form.

Listed companies: listed companies additionally comply with the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations 2021.

Penalty: failure to maintain the register attracts Section 450 of the Companies Act, a penalty of Rs 10,000 on the company and every officer in default, with a further Rs 1,000 per day of continuing default, subject to statutory caps.

Authoritative sources: the Ministry of Corporate Affairs (Companies Act, forms), the Companies Act and Rules, the ICSI (secretarial standards, registers), and SEBI (SBEB and Sweat Equity Regulations 2021).

SH-6 must be updated in real time, on each grant, vesting and exercise, not reconstructed at year-end. A funding round or audit can demand the register at short notice, and a gap then is costly. Keep it current from the first grant, and Section 450 exposure never arises.

The Form SH-6 register is small in size but large in consequence: it is mandatory under Rule 12(10), the first thing investors inspect, and a Section 450 liability if neglected.

Patron Accounting LLP, a CA and CS firm with 15+ years of secretarial experience, maintains your SH-6 register in real time and keeps it authenticated, reconciled and due-diligence-ready year round.