Share Transfer to New Directorand Director Addition

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Rahul (Querist)
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02 April 2020 I have a query related to Share Transfer- Kindly advice me on this.

There's a Pvt ltd co with 3 directors cum shareholders with ratio of 60:35:5. (Let's say A:B:C)

Now, B&C will go out and transfer 35+5 (total 40) percent shareholding towards new Director cum shareholder Mr. D and A will continue at 60percent.

To do this,

1. Should Incoming Director be taken on board first as additional director and ratify in the agm and then should the transfer take place?
2. Can we have transfer of shares to Mr. D even before he is taken on board and then follow additional director procedure
3. Does Issue of Right Shares or Private Placement come into picture here.

Kindly suggest me the best way to tackle the situation.

c.bakshi

c.bakshi (Expert)
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03 April 2020 1. first you need to make appointment for complying minimum directorship in the company.
2. shareholder can be any person, who may be designated with directorship or not. you can transfer the shares at any point of time subject to restriction imposed by the articles of association of the company.
3. it is not right issue or private placement, in both the cases fresh allotment of shares is not offered.