Draft Board Resolution for Transfer of Shares


Section 56 of the Companies Act, 2013 deals with the transfer of shares. As per the provisions of Section 56 of Companies Act, 2013 a company shall not register a transfer of shares of, the company, unless a proper transfer deed in Form SH.4 as given in Rule 11 of Companies (Share Capital & Debentures) Rules 2014 duly stamped and executed by or on behalf of the transferor and by or on behalf of the transferee and specifying the name, address and occupation, if any, of the transferee, has been delivered to the company, along with the certificate relating to the shares, or if no such certificate is in existence, along with the letter of allotment of the shares.

An instrument of transfer of shares i.e. Form SH.4 with the date of its execution specified thereon shall be delivered to the company within sixty (60) days from the date of such execution by or on behalf of the transferor and by or on behalf of the transferee.

Draft Board Resolution for Transfer of Shares

Company has received 1 share transfer request from ………. on ……… for transfer of …… (……..) Equity Share of Rs.10/- each, accompanied with share transfer deed duly filled in, signed and stamped along with other related documents, for approval of the transfer of ……. shares of the Company from Shri ……….. (Name of the Transferor) to Shri……….. (Name of the Transferee). Above referred share transfer deed is being placed herewith at Annexure – A.
Hence if approved following resolution may be passed :

RESOLVED THAT the consent of the Board of Directors of the Company be and is hereby accorded for the transfer of equity shares as per the details given below: 
No. of Equity Shares of Rs.10
Name of the Transferor
Ledger Folio No.Transferor
Name of the Transferee
Ledger Folio No.Transferee

RESOLVED FURTHER THAT ……….. of the company be and is hereby authorized to make a necessary endorsement on the reverse of the Share Certificate and to make entries in the register of share transfer and to do all other necessary acts, deeds and things in this regard to give effect to the above resolution.”

RESOLVED FURTHER THAT the certified copy of this resolution be provided to any concerning party, if requested by them."

The above draft board resolution for transfer of shares is only for your reference purposes, kindly make necessary changes as applicable in your case.
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