SHARE TRANSFER FORM
The Share Transfer Form, more commonly known in Company Law as a Stock Transfer Form or J30 is the document that legally executes the transfer of a share or shares in a limited company from the present owner to a new owner. The new owner of the shares can be an individual, corporate entity, partnership or a group of individuals jointly.
The transfer of shares is not valid unless it is properly recorded on such a document. The transfer form is signed under seal of the company or as a deed where no seal is required. However, it is important if the company is incorporated under the Companies Act 1985, that you check your Articles of Association before executing the Stock Transfer Form as there must be an amendment or exclusion of Regulation 6 of Table A for a transfer signed as a deed to be valid. If this amendment does not appear for such a company the Stock Transfer Form must be signed under seal to be effective.
The Stock Transfer Form is suitable for use by any private or public limited company incorporated in any part of the UK.
Share transfers attract stamp duty at the rate of 0.5% of the consideration paid for the shares rounded up to the nearest £5 and subject to a minimum £10. Therefore if the value actually paid for the shares is £1000 or less, there is no need for the form to be submitted to HMRC for stamping. If the transfer value is greater than £1000 the form must be submitted to the HMRC Stamp Office with the appropriate duty payment.
There are further exemptions that negate the need to pay duty regardless of the amount paid for the shares, and the form itself includes guidance notes on these matters.
Upon completion of the Stock Transfer Form and return of the stamped document from HMRC if appropriate, the transaction can proceed and share certificates issued to the new holders of the shares in question. The transferor’s old share certificate must be returned to the company for cancellation. There is no requirement to notify Companies House at this stage, and the completed Stock Transfer Form must be kept safely in the company’s records. Notice of the transfer of shares must be noted on the next Annual Return to be filed for the company following the date of transfer.
When all formalities are complete, the company’s Register of Transfers and Register of Members must be updated accordingly. This is a legal requirement. Please contact us if you need assistance with this.
Stock Transfer Forms are not available from Companies House. If your company is registered in our Managed Company Secretarial Service, we will produce the form for you automatically when required.