Transfer of physical shares in private limited company

Pvt ltd 11399 views 11 replies

What shall be the procedure for transfering the physical shares in the Private Limited Company?

Whether is it required to be intimated to the ROC?

Whether any Stamp Duty is to be payable on such transfer of shares? If yes then by affixing the Non-Adhesive stamp on the Share Certificate or something else?

Whether Form-7b is also required to be filled in?

 

Awaiting your comments...

 

 

Replies (11)
Required documents- 1) Share Transfer form(FORM No. 7B) signed by Transferor(S) and Transferee and attested by proper authority. It should contain amt of consideration (Mkt value* no. of shares) 2)PAN Card copy of transferee. 3)Original Share Certificate 4)Share Transfer Stamp of appropriate value to be affixed to the form. Value= Mkt value *no. of shares * 0.0025 The name,address,date,folio no.,dist no.s etc to be filled in columns provided for the same. In case of suspicion/doubts the co may ask documents.

Preet is correct.

I addition i would like to add that as per section 3(1)(iii) of the companies act transferbility of shares is restricted. You ned to check AOA of the Company.

Generally for transfer of shares in private limited company the existing shareholders should e offered first and on their refusal board will allow to transfer shares to outsider.

 

 

Whether is it required to be intimated to the ROC?

AND the STAMP Value should be in form of Non-Adhesive Stamp to be embossed on the Form -7B?  

 

Awaiting your comments...

Hi,

Preet Kanwar Singh

1) Share Transfer form(FORM No. 7B) signed by Transferor(S) and Transferee and attested by proper authority. It should contain amt of consideration (Mkt value* no. of shares)

 

Kindly let me know WHO shall be the "proper authority" for Attestation?

Awaiting your Comments..............

 

CASE:-
COMPANY ABC PRIVATE LIMITED - 10000 SHARES OF 10 EACH
DIRECTORS MR.A - 5000 SHARES
          MR.B - 5000 SHARES
COMPANY XYZ PRIVATE LIMITED - 20 SHARES OF 1000 EACH
DIRECTORS MR.X - 10 SHARES
          MR.Y - 10 SHARES
          MR.A - NO SHARES HELD (COMMAN DIRECTOR)
 
NOW COMPANY XYZ P. LTD. WANTS TO BECOME HOLDING COMOANY OF ABC PVT. LTD.
AND MR. A WILL TRANSFER HIS WHOLE HOLDING AND MR. B WILL TRANSFER 4900 SHARES OF HIS HOLDING TO XYZ P. LTD.
 
PLEASE KINDLY TELL ME THE WHOLE PROCEDURE FOR TRANSFER OF SHARES AND COMPLIANCES TO BE DONE IN RELATION TO ROC

IN ONE PRIVATE LIMITED COMPANY, SHARES ARE TRANSFERED AND CONSIDERATION IS NOT YET RECEIVED BY TRANSFEROR EVEN AFTER ONE YEAR NOW.

PLEASE CAN ANYONE TELL ME THAT WHAT IS THE TIME LIMIT WITHIN WHICH CONSIDERATION SHOULD BE PAID TO THE TRANSFEROR BY TRANSFREE? 

ALSO NOW WHAT ARE THE REMEDIES AVAILABLE TO THE TRANSFEROR?

 

 Mr. Pradeed,

1.Proper Authority for attestation is ROC.

2. Not required to Intimate to ROC.

3. Share transfer stamps to be affixed on form 7B.

Mr. Prakash,

I found later on.....

ROC shall not entertain these things as he will not be able to give time for such ordinary things.

 

Attestation, where required (thumb impressions, marks, signature difference, etc.) should be done by a Magistrate, Notary Public or Special Executive Magistrate or a similar authority holding a Public 
Office and authorised to use the Seal of his office or a member of a recognised Stock Exchange through whom the shares are introduced or a manager of the transferor's bank.
@ Bhagyashri, Please note that there is no time limit for payment of consideration to transferor. Its decided on mutual basis.

OK SIR.

BUT IN OUR CASE NOW TRANSFEREE IS DENYING TO PAY THE REMAINING CONSIDERATION AMOUNT WHICH WAS MUTUALLY AGREED TO BE PAID.

SO NOW WHAT REMEDIES ARE AVAILABLE TO THE TRANSFEROR? CAN THAT TRANSFER BE PROOVED AS INVALID?

AND CAN CLB PETITION BE FILED FOR THIS CASE NOW BY TRANSFEROR?

 

dear sir,

for transfering share to the relative, does it required to pass board resolution and is it required to appear both transferor and transferee to appear before proper authority for attestion.

 

 

 

 

 

 


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