02 February 2015
A private limited wants to split up and then transfer shares 1. Pl. tell me procedure for split up of shares 2. any specimen resolution for split up of shares
02 February 2015
Procedure to be followed for splitting of the share certificates 1. Request for splitting of the share certificates should be accompanied by the original share certificates in lieu whereof the company will issue split share certificates. 2. Unlisted company may charge such fee, if any, not exceeding Rs. 2 per certificate issued on splitting of share certificates, as the Board thinks fit. 3. If company is listed no charges for splitting of share certificates shall be levied by the company. 4. Hold a board meeting/share transfer committee meeting of the Board of Directors and take the proposal of issuing split share certificates to that meeting for approval and also for affixing common seal on the new share certificates which are to be issued in lieu of the share certificates surrendered to the company. 5. Affix the common seal of the company on the new share certificates in the presence of two directors and the secretary of the company, if any, or some other person appointed by the Board for the purpose in accordance with Rule 6 of the Share Certificate Rules. 6. Share certificate shall state on the face of it and against the stub or counterfoil to the effect that it is " Issued in lieu of share certificate No . ........... Sub-divided." 7. Particulars of every share certificate issued shall be entered in a Register of Renewed and Duplicate Certificate indicating against the name(s) of the person(s) to whom the certificate is issued, the number and date of issue of the share certificate in lieu of which the new certificate is issued, and the necessary changes indicated in the Register of Members by suitable cross references in the "Remarks" column.
8. All entries made in the Register of Renewed and Duplicate Certificate shall be authenticated by the secretary or such other person as may be appointed by the Board for purposes of sealing and signing the share certificate.
DRAFT RESOLUTION “RESOLVED THAT pursuant to Companies (Share Capital and Debentures) Rules, 2014, following Share Certificate No. ____ in the name of Mr. ______, bearing Distinctive No. _________ be and is hereby split into two certificates as follows:
NAME OF SHAREHOLDER CERTIFICATE NO. NO. OF SHARES
RESOLVED FURTHER THAT the old share certificate be and is hereby cancelled and new share certificate as detailed above be and is hereby issued, signed by any two directors and Company secretary under the Common Seal of the company in conformity with Articles of Association of the Company.”
CAclubindia
