Section 5(1) in Companies (Share Capital and Debentures) Rules, 2014
(1)Where a company issues any share capital, no certificate of any share or shares held in the company shall be issued, except -(a)in pursuance of a resolution passed by the Board; and(b)on surrender to the company of the letter of allotment or fractional coupons of requisite value, save in cases of issues against letters of acceptance or of renunciation, or in cases of issue of bonus shares:Provided that if the letter of allotment is lost or destroyed, the Board may impose such reasonable terms, if any, as to seek supporting evidence and indemnity and the payment of out-of-pocket expenses incurred by the company in investigating evidence, as it may think fit.
