Company law board / share transfer deed
Uday Kumar
(Querist) 13 January 2014
This query is : Resolved
Share Transfer Deed is defective to the extent that Format of Share Transfer Deed is purchased from Market and Transfered the Share from One Director to another Director for a Pvt. Ltd. Company(Non Listed)
Later, it was noticed that Share Deed Form should be got issued from the Delhi Stock Exchange but it was purchased from Market.
Is there any -ve effect for a Non Listed / Pvt. Company if yes upto what extent
Please help with your expert view
Simi Salooja
(Expert) 13 January 2014
Hello Uday,
As such you have the documents in place... it is only that, the documents are not in right format..
so according to my personal opinion... you should not get into any major problem.. all that would come in your way.. are bodies or societies where you would need to submit the Share deeds.
regards
adv simi
mumbai
Uday Kumar
(Querist) 13 January 2014
Thanks Advocate Simi Salooja for your valuable suggestion,
In fact We need to submit this docs before Company Law Board stating that Share has been validately transferred against a proper Share Transfer Deed
In our view it is mere procedure defect cannot go to the route of the matter as case cannot be decided on technicality as far as docs are signed/stamper properly.
Moreover, Since I am unlisted company so such requirement of taking Share Transfer Deed(Form) from Delhi Stoke Exchange is optional.
What do you say on this. Kindly assist with your valuable comments
I also request others Experts to suggest your valuable comments on this
Simi Salooja
(Expert) 13 January 2014
to safe guard yourself. you can do the following:
submit / or keep prepared an affidavit stating the facts and that there is no forgery done.
or make an indemnity bond & indemnify the Company Law Board.
hope this should do good. as transfer deed from Delhi is anyways optional.
the above things can be done in order to safe guard you from any other legal points in this regards.
Uday Kumar
(Querist) 13 January 2014
Thanks Advocate Simi Salooja Ji for your valuable advise
You mean Share Transfer Deed(Form) purchased from outside and purchased from Delhi Stock Exchange(Form) has equal value/validity
Even otherwise this Share Transaction is for a Non Listed Pvt. Ltd., Company.
Please advise
Guest
(Expert) 15 January 2014
When these shares are Unlisted and of a Pvt.Ltd company there is no question of any Exchange to be involved.You meet the concerned ROC and get it sorted out
R.V.RAO
(Expert) 15 March 2014
why an unlisted and private ltd.co. shares have any relevance to DSE or any other stock exchange?
get things right.
you could have obtained a share transfer deed from ROC office it self.
only issue is validity of the share transfer deed(std).std is valid for 12 months from the date which appears on the face of the deed or book closure date declared by the company which ever is early.
now your defences for your client:
1.if the std purchased from market is not dated and if the company say x (whose shares are dealt on the share transfer deed) has not declared any book closure /record date for any dividend/bonus etc.there is no problem for any body.
2.if the above company x has no restriction whatsoever about share transfer deed format/date stamping on std , as per the co. articles of association,there is no problem for any body.
3. remember the proof of the pudding is in eating only.
unless the said x co. has objected in writing about the format or date stamping etc.. on the share transfer deed , who else can have any objection about the format etc..
and, finally, when the transferee( to whom the shares are proposed to be transferred) and the co. x have not objected in writing stating under what section of the co.s act 2013 /1956 they are objecting to the transfer, why at all bother about format and refusal?
R.V.RAO
(Expert) 15 March 2014
if you consider necessary , also pl. check up applicability of any relevant provisions of the New Co.s Act 2013 (the new act is already more than 2 months old in operation) about share transfers as the co law board bench before whom the issue is coming up for adjudication may like to go as per new act rather than old act(1956).i am not too sure .
