Complete Guide to Buying and Selling Unlisted Shares

If you’ve spent any time exploring investment opportunities outside the stock market, you’ve probably come across the idea of unlisted shares. They tend to come up in conversations when someone mentions owning a piece of a company before it goes public. We meet a lot of investors who become curious about this segment after hearing stories about early investors multiplying their money when a company eventually goes public. But the private market is not as straightforward as the public market, and buying unlisted shares is something you should approach with a clear understanding of how things really work.

People often imagine it as a hidden club or some complicated process that only insiders can navigate, but the truth is far more practical. It’s not mysterious, but it is different, and once you understand the difference, the entire concept becomes easier to approach. This guide walks you through the entire process, from understanding what these shares are to figuring out how to buy and sell them safely.

What Exactly Are Unlisted Shares?

Unlisted shares belong to companies that are not available on NSE or BSE. These companies stay in the private market. Some are young startups, others are well-established businesses that prefer operating outside the public market. You’ll even find subsidiaries of bigger companies whose parent company is listed, but the subsidiary itself is not.

What makes them different is how their price is determined. With listed shares, you can pull up an app and see the price changing minute to minute. In the private market, there is no such live ticker. The price is shaped by private deals between shareholders and buyers, and sometimes based on the company’s last funding round. This lack of live visibility is the first thing investors notice when they start exploring unlisted shares.

You might think this means unlisted shares are risky, and in some ways they are. But they also offer access to companies that could grow significantly over time. That’s why they attract a certain type of investor.

Why People Want to Invest in Unlisted Shares

If you talk to investors who regularly buy unlisted shares, you’ll hear a few patterns. Most of them are looking for early exposure. They want to invest before everyone else gets the opportunity. Think of companies that stayed private for many years; their early shareholders often enjoyed strong returns once the companies went public.

Another reason is diversification. The listed market is active, liquid, and filled with information, but it can also be crowded. Some sectors hardly have any listed companies. Investors look at unlisted shares to avoid holding only traditional assets and to add a different flavour to their portfolio.

There’s also a psychological aspect. People like feeling that they have spotted something before the rest of the market. Unlisted shares give that sense of discovery.

But these opportunities come with responsibilities. You need to know what to look for and where to look.

How to Buy Unlisted Shares the Right Way

Buying unlisted shares involves a sequence of steps. None of them is complex, but it’s important not to skip any. Here’s how the process usually unfolds in real life.

1. Find a Trusted Platform or Seller

Because unlisted shares do not trade on an open exchange, the first step is identifying a reliable intermediary. Many investors today use dedicated platforms that specialise in private-market equity. These platforms typically have verified sellers, updated pricing, and compliance procedures.

Some brokers focus on unlisted shares. Some investors prefer them because they offer personalised guidance. Whatever you choose, avoid random sellers who send you unsolicited messages. The private market has genuine opportunities, but it also attracts people who take advantage of uninformed buyers.

2. Understand the Company Before You Invest

This part takes effort, but it’s worth it. You need to know what the company actually does, how long it has been around, and whether there are any signals of future growth. Unlike listed companies, private companies don’t publish quarterly earnings. Sometimes you will only find basic financials or scattered news reports.

Look at the company’s registration documents, old filings, leadership background, and any credible articles. If a company is preparing for a corporate event like an expansion, acquisition, or restructuring, that tends to affect the interest in its shares.

Avoid the temptation to invest only because someone said “this company will go for IPO soon.” IPO expectations are often exaggerated in private circles.

3. Learn How Pricing Works

Since there is no public market setting the price, you will see variations. One platform might quote one price, a broker might quote something slightly different, and another seller might offer a discount. Prices depend on:

• Last known private transactions

 • Demand for the shares

 • Company performance

 • Sector growth

 • Negotiation

There’s no single correct price. You evaluate it the same way you would evaluate the price of a rare collectible. You look at context rather than live numbers.

4. Complete the Legal Process Properly

This is the part you must get right. Every transaction should be documented. That means:

• You need a demat account

 • You share your demat details with the seller

 • Payment is made through bank transfer

 • The seller initiates the transfer

 • The company’s registrar updates the ownership

Never use cash. Always check the company's ISIN. If the ISIN doesn’t match the company name or looks suspicious, walk away immediately.

Registrars sometimes take a few days or even a couple of weeks to process transfers. This is normal in the private market.

5. Keep All Records Safe

Document storage may not feel important on day one, but it becomes important during tax filing or when you want to sell the shares later. Save everything: emails, receipts, messages, screenshots, and the demat statement where the shares appear.

How to Sell Unlisted Shares Safely

Selling unlisted shares involves many of the same steps, but the approach is slightly different. You need to find someone who is actively looking for those specific shares. This is why trusted platforms are useful; they already have investor networks.

Once you list or offer your shares, you’ll usually get enquiries based on demand. After you agree on a price with a buyer, the transfer process begins. The registrar updates the records after verifying the documents, and the buyer receives the shares in their demat account.

Again, documentation matters. Don’t delete anything until the transaction is fully settled and reflected in your account.

Risks You Should Think About Before Buying Unlisted Shares

Unlisted shares offer potential upside, but they come with risks you shouldn’t ignore.

One common issue is liquidity. You cannot sell these shares quickly the way you can sell listed stocks. Sometimes you may have to wait for an IPO or a buyback, and that could take years.

Another issue is variation in pricing. Because there is no central market, you might see a wide range of quoted values. That’s normal, but it means you must judge price based on research, not on a single quote.

And then there’s information availability. Private companies don’t have to disclose everything, which means you will be working with limited data. This is why patience and due diligence matter.

Ensuring the Legality of Your Transaction

Before completing any deal, always make sure:

• The platform or intermediary follows KYC

 • The company’s ISIN is verifiable

 • Payment is done through banking channels

 • Shares reach your demat account

 • The registrar confirms the transfer

If any step feels unclear, take a pause. A legitimate seller will always be willing to clarify.

Conclusion

Unlisted shares can be rewarding if approached with awareness and discipline. They offer access to companies that may not be available on public markets and can diversify your portfolio in meaningful ways. But they require more patience than listed shares and a willingness to understand the private market’s dynamics.

If you take your time, verify documents, and work with trusted platforms, you’ll find that buying and selling unlisted shares is not complicated at all. The key is to move with clarity rather than urgency.

FAQs

Q1. What are unlisted shares?

 They are shares of companies that are not listed on public stock exchanges and are traded privately.

Q2. Why do investors buy unlisted shares?

 To access companies early, diversify their holdings, and tap into opportunities not available in listed markets.

Q3. Where can we buy unlisted shares legally?

 Through registered intermediaries, authorised brokers or platforms specialising in private-market shares.

Q4. When do we need to verify documents?

 Always before finalising the deal. Check the ISIN, transfer forms, and identity of the seller.

Q5. How are unlisted shares transferred?

 The seller initiates the transfer, and the registrar updates ownership in the buyer’s demat account.

Q6. Why do prices differ across sellers?

 Because there is no uniform market. Prices depend on recent deals, demand, and negotiation.

Q7. How do we confirm if shares are genuine?

 Check the ISIN, verify the company details, and confirm the demat credit after transfer.

Q8. Should we keep transaction records?

 Yes. They are essential for tax filings, proof of ownership, and future resale.

Disclaimer

This article is for informational purposes only and should not be treated as investment advice. Prices and data may change. Always perform personal research or consult a qualified advisor before investing in unlisted shares.