Board resolution for re-issue of share certificate

Hello Everybudy.,


I need draft of Board Resolution in respect of re-issue of share certificate as per Rule 4(2) of the Companies (Issue of Share Certificates) Rules, 1960.

Rule 4(2)

No certificate of any share or shares shall be issued either in exchange for those which are sub-divided or consolidated  or in replacement of those which are defaced, torn or old decrepit, worn-out, or where the cases in the reverse for recording transfers have been duly utilized, unless the certificate in lieu of which it is issued is surrendered to the company :

Provided that the company may charge such fee, if any, not exceeding Rs. 2 per certificate issued on splitting or consolidation of share certificates or in replacement of share certificates that are defaced or torn, as the Board thinks fit


As far I understood, there is two requirements in this regard:-

One is bring back Old Share Certificates and other is Board Resolution.

If there is any other requirement, please do mention here.

Please reply here soon..





U can modify it according to your requirement




         Split of Share Certificate


RESOLVED THAT following Share Certificate No. 1125 in the name of Mr. Prakash Somani, bearing Distinctive No. _________ be and is hereby split into two certificates as follows:


NAME OF SHAREHOLDER                       

     CERTIFICATE NO.                       



Mr. Prakash Somani





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.”


Share Certificate

Name of Shareholder

Equity Shares

              Distinctive No.’s

From                                       To









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Board resolution shall followed by bring back old share certificate shall suffice in the given matter.No specific performa is available as the same is to be passed in simple language as per requirement.

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Company Secretary

1. can any one tell me whether it is neccatily require to pass resolution for spliting of share sertificate for the transfer of share to two diffrent person is required

2. can we issue new spillted certificate dirctly in the name of transfree or first we have issue in the name of ansferor thereafter transfer to be made




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