JurisTatva Advisors guides charitable trusts, societies and Section 8 companies through end-to-end registration on India's SEBI-regulated Social Stock Exchange — eligibility assessment, the 67% test, NGO Darpan, draft fund-raising documentation, ZCZP instrument issuance and annual social audit compliance.
The Social Stock Exchange (SSE) is a separate segment of existing SEBI-recognised stock exchanges, first proposed in the Union Budget 2019-20 to make capital markets accessible for developmental goals. It connects social enterprises — non-profit and for-profit — with fund providers who value measurable, disclosed social impact.
The SSE operates under SEBI's ICDR Regulations, requiring registered entities to establish primacy of social intent, make continuous disclosures, and undergo an annual social audit by a certified social auditor — giving funders standardised, verifiable impact reporting.
JurisTatva guides charitable trusts, societies and Section 8 companies through the complete SSE registration and ZCZP fund-raising lifecycle — from eligibility assessment to the final fund-raising document and post-issue compliance. Full details are available on our dedicated venture platform, SocialExchangeListing.com.
Under Regulation 292E(2) of the ICDR Regulations, an entity must satisfy all three criteria to be identified as a social enterprise.
The SSE framework distinguishes between not-for-profit and for-profit social enterprises, each with its own path to raising mindful capital.
ZCZP instruments carry a zero-coupon rate and repay no principal at maturity. They can be issued only by SSE-registered NPOs, for a specific project among the eligible activities, and for a specified duration — the funder receives a social return, not a financial one.
The same procedure applies, to the extent applicable, to private placements to social impact funds registered under the SEBI AIF Regulations, 2012. No merchant banker is required for preparing the draft document.
Prescribed by SEBI's circular dated 19 September 2022; exchanges may prescribe additional requirements. Our team assists in assembling and certifying every document.
From the 67% test to your first ZCZP issue — JurisTatva manages every filing, deadline and disclosure so your team can focus on impact, not paperwork. Detailed guides for NPOs and investors are also available on SocialExchangeListing.com
Book a Free Consultation →Everything you need to know about Social Stock Exchange registration and ZCZP fundraising — answered by our experts.
The Social Stock Exchange is a separate segment of existing SEBI-recognised stock exchanges, conceived in the Union Budget 2019-20, that connects social enterprises and NPOs with mindful capital by enabling fundraising against measurable, disclosed and audited social impact.
Zero Coupon Zero Principal (ZCZP) is a fundraising instrument that carries no coupon and repays no principal at maturity. It can only be issued by SSE-registered NPOs for a specific project, and funds received are treated as a grant — the funder receives a social return, not a financial one.
Charitable trusts registered under a state public trust statute, societies registered under the Societies Registration Act 1860, and Section 8 companies under the Companies Act 2013 are eligible — provided they meet the three-part social intent test: eligible activity, genuine target population, and the 67% test.
At least 67% of an NPO's activities, measured as a 3-year average of revenue, expenditure or beneficiary base, must relate to an eligible social activity directed at an underserved or less-privileged target population. A single strong year does not qualify an NPO if the 3-year average falls below this threshold.
Yes. Registration on the NGO Darpan portal, maintained by NITI Aayog, is a mandatory prerequisite before an NPO can register on the Social Stock Exchange. We complete this as the first step of our SSE onboarding process.
An NPO must be at least three years old with audited financials, spend a minimum of ₹50 lakh annually, and have handled a minimum of ₹10 lakh of funds in the past financial year, in addition to holding valid 12A/12AB and 80G certificates.
A ZCZP public issue must achieve at least 75% subscription to succeed. Between 75% and 100%, the fund-raising document must explain how the balance capital will be raised. Below 75%, subscription funds are refunded to applicants.
With complete documentation, JurisTatva typically completes SSE registration in around two weeks. The ZCZP fund-raising process itself includes a mandatory minimum 21-day public comment window and SSE observations within 30 days, so overall fundraising timelines depend on exchange processing.
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