How to effect share transfer to new director?

Pvt ltd 917 views 3 replies

Jonny

PMT

35 Points Joined December 2010

Dear friends,

I've given the documents for induction of new director in our pvt ltd company, now that i want to transfer ownership by means of transfering major shareholding in the company to the new director. how do i go ahead with it?
we have not filled the original share certificates given to us by our CA.

I'm unaware about the whole idea about filling up the share certificate. its a 100 page share cert. booklet. Equity share of value INR 10 each x 100
Initially there were two directors, and the shareholding pattern was 70% and 30% respectively.
Now the new shareholding pattern will be as follows:

First Director: 5%
Second Director: 15%
Third Director: 80% (newly appointed director)

should we first fill the share certificates in our names (Director 1 & 2) and then again fill the same on the backside conveying the transfer to the new director???

Kindly help.

Thank you!

Replies (3)

Jayashree S Iyer

Company Secretary

3224 Points Joined August 2009

Share Certificates are not required to be filed. As and when shares are alloted, ROC has to be informed of the share allotments by filing Form 2.

So you need to inform ROC about the earlier share allotments to two directors by way of filing form 2. You have to attach the board resolution for allotment of shares and the list of allottees alongwith form 2.

From your question I understand that only the shareholding pattern is getting changed and there is no fresh allotment. This can be done by transfer of shares by the existing directors shareholders in favour of the new director shareholder. No need for filing Form 2 for transfer of shares.

ankit jain

CS trainee

152 Points Joined January 2010

Up to my understanding, you want to know whether preparation of share certificates is necessary for transfer?

So in my opinion, yes before transferring the shares to the new director you must have to prepare the share certificates and then back on it you have to conveying the transfer. You have to just approve the transfer in the Board meeting by passing a BR. You have no need to file anything in ROC.

If i am wrong then pls correct me.

Thanks in advance

Jonny

PMT

35 Points Joined December 2010

sorry but i'm still confused.

i am unaware whether Form no 2 had been filed by my CA post allotment of shares. The AOA shows the shareholding pattern. my question is:

1) should i fill the share certificate book and sign it from both directors

2) how to effect transfer once the share certificates already have previous two directors' names? how do we bifurcate the new transfer? and what is to be done post new transfer other than filing with the ROC