Rectification of mistake in share certificate
This query is : Resolved
25 December 2012
Dear experts,
A company have issued a share certificate and there is mistake in Distinctive numbers of shares that instead of printing Distinctive no from 14367 to 24391 it printed that Distinctive no from 14967 to 24391.
Can any one tell me, how can I correct the same? or do I have to issue duplicates share certificate? if yes then what about the franking already done?
A company have issued a share certificate and there is mistake in Distinctive numbers of shares that instead of printing Distinctive no from 14367 to 24391 it printed that Distinctive no from 14967 to 24391.
Can any one tell me, how can I correct the same? or do I have to issue duplicates share certificate? if yes then what about the franking already done?
25 December 2012
Hello Mr. Mahavir,
This case can be solve by using the ecxeption given under section 84 (2) (b) of the Companies Act, 1956 you will find answer there.
Its not proper way to resolve your query but it may be used for that.. u can ask your shareholders to surrender his/her shares certificate along with application for renewal of shares certificate due to deface or mutilated.
Other views are invited.
Regards
Ankit
This case can be solve by using the ecxeption given under section 84 (2) (b) of the Companies Act, 1956 you will find answer there.
Its not proper way to resolve your query but it may be used for that.. u can ask your shareholders to surrender his/her shares certificate along with application for renewal of shares certificate due to deface or mutilated.
Other views are invited.
Regards
Ankit
26 December 2012
The remedy also lies with the fact if share certificate is of recent dates or old one.
If yet to deliver to shareholder then you can have new one with correct printing.
If shareholder already have it then advise of Mr Ankit should suit you.
Still wait for more replies.
If yet to deliver to shareholder then you can have new one with correct printing.
If shareholder already have it then advise of Mr Ankit should suit you.
Still wait for more replies.
26 December 2012
Thank you very much experts.....
can you please give me the format of application for renewal of share certificate due to deface or mutilated and format of board resolution to be passed for the same......
Further is there any need to give any reference of cancelled certificate on new share certificate because the franking is already done on the old one?
can you please give me the format of application for renewal of share certificate due to deface or mutilated and format of board resolution to be passed for the same......
Further is there any need to give any reference of cancelled certificate on new share certificate because the franking is already done on the old one?
20 July 2025
Certainly! Here are sample formats for:
Application for Renewal of Share Certificate due to Defaced/Mutilated Certificate
Board Resolution for Renewal of Share Certificate
1. Format: Application for Renewal of Share Certificate
[On Shareholder’s Letterhead or Plain Paper]
Date: [DD/MM/YYYY]
To,
The Board of Directors,
[Company Name],
[Registered Office Address].
Subject: Application for Renewal of Share Certificate due to Defacement / Mutilation / Printing Mistake
Dear Sir/Madam,
I, [Full Name of Shareholder], holding [Number of Shares] equity shares of [Company Name] hereby request the Board to issue a duplicate/replacement share certificate in lieu of the original share certificate No. [Old Certificate No.] issued on [Date], covering shares with distinctive numbers [Incorrect Distinctive Numbers], which is defaced / mutilated / contains printing mistake in distinctive numbers.
I undertake to surrender the original share certificate to the company immediately upon receipt of the duplicate share certificate. I also undertake to indemnify the company against any loss or claim that may arise from issuance of the duplicate certificate.
Kindly process my request and issue a duplicate share certificate.
Thanking you,
Yours faithfully,
(Signature of Shareholder)
Name:
Folio/Client ID No.:
Address:
Contact Details:
2. Format: Board Resolution for Issuance of Duplicate Share Certificate
[Company Letterhead]
Date: [DD/MM/YYYY]
Minutes of the Meeting of the Board of Directors of [Company Name] held on [Date] at [Time] at [Venue].
---
**Resolved That** pursuant to Section 84(2)(b) of the Companies Act, 1956, the application of Mr./Ms. [Shareholder Name], holding [Number of Shares] equity shares of the company, for issuance of duplicate share certificate in lieu of original Share Certificate No. [Old Certificate No.] covering shares bearing distinctive numbers [Incorrect Distinctive Numbers], be and is hereby accepted.
**Further Resolved That** the company do issue duplicate share certificate bearing distinctive numbers [Correct Distinctive Numbers] in place of the original share certificate and the same be delivered to the shareholder on receipt of the original certificate or after due indemnity.
**Further Resolved That** Mr./Ms. [Authorized Signatory Name], [Designation], be and is hereby authorized to do all acts, deeds and things necessary to give effect to this resolution.
Certified True Copy,
For [Company Name]
_____________________
(Signature)
[Name & Designation]
Company Secretary / Director
About Franking on Old Share Certificate
If the original share certificate was already franked, usually the duplicate certificate need not be franked again.
However, the company should mention on the duplicate certificate “Duplicate Share Certificate issued in lieu of Share Certificate No. [Old No.]” and keep records accordingly.
Check with the authorized registrar or your company’s internal legal/compliance team for any specific procedural requirement related to franking.
Application for Renewal of Share Certificate due to Defaced/Mutilated Certificate
Board Resolution for Renewal of Share Certificate
1. Format: Application for Renewal of Share Certificate
[On Shareholder’s Letterhead or Plain Paper]
Date: [DD/MM/YYYY]
To,
The Board of Directors,
[Company Name],
[Registered Office Address].
Subject: Application for Renewal of Share Certificate due to Defacement / Mutilation / Printing Mistake
Dear Sir/Madam,
I, [Full Name of Shareholder], holding [Number of Shares] equity shares of [Company Name] hereby request the Board to issue a duplicate/replacement share certificate in lieu of the original share certificate No. [Old Certificate No.] issued on [Date], covering shares with distinctive numbers [Incorrect Distinctive Numbers], which is defaced / mutilated / contains printing mistake in distinctive numbers.
I undertake to surrender the original share certificate to the company immediately upon receipt of the duplicate share certificate. I also undertake to indemnify the company against any loss or claim that may arise from issuance of the duplicate certificate.
Kindly process my request and issue a duplicate share certificate.
Thanking you,
Yours faithfully,
(Signature of Shareholder)
Name:
Folio/Client ID No.:
Address:
Contact Details:
2. Format: Board Resolution for Issuance of Duplicate Share Certificate
[Company Letterhead]
Date: [DD/MM/YYYY]
Minutes of the Meeting of the Board of Directors of [Company Name] held on [Date] at [Time] at [Venue].
---
**Resolved That** pursuant to Section 84(2)(b) of the Companies Act, 1956, the application of Mr./Ms. [Shareholder Name], holding [Number of Shares] equity shares of the company, for issuance of duplicate share certificate in lieu of original Share Certificate No. [Old Certificate No.] covering shares bearing distinctive numbers [Incorrect Distinctive Numbers], be and is hereby accepted.
**Further Resolved That** the company do issue duplicate share certificate bearing distinctive numbers [Correct Distinctive Numbers] in place of the original share certificate and the same be delivered to the shareholder on receipt of the original certificate or after due indemnity.
**Further Resolved That** Mr./Ms. [Authorized Signatory Name], [Designation], be and is hereby authorized to do all acts, deeds and things necessary to give effect to this resolution.
Certified True Copy,
For [Company Name]
_____________________
(Signature)
[Name & Designation]
Company Secretary / Director
About Franking on Old Share Certificate
If the original share certificate was already franked, usually the duplicate certificate need not be franked again.
However, the company should mention on the duplicate certificate “Duplicate Share Certificate issued in lieu of Share Certificate No. [Old No.]” and keep records accordingly.
Check with the authorized registrar or your company’s internal legal/compliance team for any specific procedural requirement related to franking.
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