Transfer of Shares.

Yes, a company can refuse to register a share transfer if the transfer does not comply with the company’s articles of association or if the directors believe it is not in the company’s best interest. If a transfer is refused, the company must inform the transferee and the transferor, providing reasons for the refusal.​

After a share transfer, the company must:​

• Update the register of members to reflect the new ownership.​

• Issue a new share certificate to the transferee.​

• Retain the stamped stock transfer form as part of the company’s records.​

These steps ensure that the company’s records accurately reflect the current shareholders.

Stamp duty is generally payable on the transfer of shares if the consideration exceeds £1,000. The current rate is 0.5% of the consideration amount, rounded up to the nearest £5. The transferee is responsible for paying the stamp duty and submitting the stock transfer form to HM Revenue & Customs (HMRC) for stamping.

Yes, the company’s articles of association may include provisions that restrict the transfer of shares. These restrictions can vary but often require existing shareholders to approve the transfer or grant them pre-emption rights, allowing them the first opportunity to purchase the shares before they are offered to external parties.

A stock transfer form is a legal document used to record the details of the transfer of shares from the seller (transferor) to the buyer (transferee). This form is essential for updating the company’s register of members and issuing new share certificates to the transferee.

Shares in a private limited company can be transferred through a private agreement between the seller and the buyer. The process typically involves completing a stock transfer form and registering the transfer with the company. It’s important to note that the company’s articles of association may impose restrictions on the transfer of shares.