Share Transfer Form 7B

[Vighneshwar Bhat]

Dear All,

A Private Limited Company refused to Register a share transfer on the following grounds.

1000 Shares are allotted on 20.05.2011 to Mr. A. Now Mr. A submitted the Share Transfer Form dated 01.05.2011 for transferring the shares allotted 20.05.2011.

Company refused to register the share transfer stating that deed dated is prior to share allotment.

Whether it is valid to refuse the registration by a Company.

--
Vighnesh
Company Secretary

[INDRANI SANKA]

Hi,

 

I feel it is valid, as the shares can not be transferred when it is not actually held by the concerned person on May 1, 2011.

 

 

Thanks,

Indrani

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[Prem Tripathi]

Pls clarify

 

whether the date of Share Transfer Form was 01.05.2011 (stamp of ROC) or

 

the date of execution/lodging of the Form was 01.05.2011

 

On Tue, Aug 9, 2011 at 3:10 PM, Vighneshwar Bhat <vighne...@gmail.com> wrote:

[Jayashree Chandrasekaran]

validity of a share transfer form for an unlisted company is 2 months
from the date of stamping and this has got no reference to the date of
allotment...hence if the transfer form is valid then the rejection
cannot be on that ground
Jayashree

--
C.JAYASHREE
PARTNER
S.GANESH&ASSOCIATES
CHENNAI
98840 17120

[INDRANI SANKA]

Hi,

 

But I have a doubt, how can i transfer something which i don't possess on the date when i transfer.....  and if i do it then it is not a valid transfer right..

 

Thanks,

Indrani

[Jayashree Chandrasekaran]

validity of the transfer form and your ownership are two different issues
Jayashree

[Vighneshwar Bhat]

Dear Prem,

Date of form was 01.05.2011(Roc Stamped). Executed after the share allotment.

--
Vighnesh
Company Secretary

[INDRANI SANKA]

I agree to that I'm unable to understand how can a person transfer when he does not own it...

 

Regards,

Indrani

[Prem Tripathi]

Then the Form will be valid upto 30.06.2011.

 

If the form is executed and presented within the aforesaid period, then it can't be rejected on the ground of date of ROC stamp being earlier than date of allotment.

[Jayashree Chandrasekaran]

In the form you have a provision for date of execution and the stamps
are being affixed based on the rate prevailing on that execution
date.,...hence this date
should be after the allotment...this is my view
Jayashree

On 8/9/11, Prem Tripathi <premnar...@gmail.com> wrote:

--

[K.Muthusamy]

Please note the following to make things easier and simple

Every share transfer deed will have

1. Date of stamping by ROC which will determine the validity of the form.  The form is valid for 2 months from this date for the unlisted companies and for 12 months or next AGM date whichever is earlier for the listed companies.

2. Date of execution: This is the date signing by the transferee and the transferee.  This date cannot be prior to the date of stamping.  But should be with int he validity period mentioned above. The shares in question must exist on this date.

3. Date of lodgment for transfer to the company - which should be after the above two dates but within the validity period of the deed.

4. Date of transfer-  If all requirements are fulfilled, the date on which transfer is effected and ROM is updated.

Please now go through and will get the answer.

If not revert back to me

On Tue, Aug 9, 2011 at 3:10 PM, Vighneshwar Bhat <vighne...@gmail.com> wrote:

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K.Muthusamy B.Com,FICWA,FCS

JMACS ASSOCIATES

Company Secretaries in Practice

Lakshya 2nd Floor, 1056/1 Avinashi Raod

Coimbatore-641018

0422-4391973, 0422-4204791

On move: 94433 -71791

[ankit misra]

Dear Vighneshwar,

Stand of Company is valid as ROC stamping date is different from date of transfer.

thanks & regards,

Ankit Misra

Mob. No. 8009968696

 Please do not print this email unless absolutely necessary

[shilpa kasliwal]

I agree with Jayashree mam i.e. validity of the transfer form and ownership of shares are  two different issues.....for a valid transfer; transfer deed should be valid........and the validity of transfer deed in case of Unlisted Company is 2 months from the date of stamping...

[CS Akshaya Kumar Pradhan]

Dear Vighnesh

My opinion :company is right in refusing to register transfer

Reason: Sec 108 (1A): Every instrument of transfer of share shall be in such form as may be prescribed(Form 7B) and every such form  shall before it is signed by or on  behalf of the transfereor and before anu entry is made therein, be preseted to prescribed authory(ROC) who shall stamp or otherwise endorse thereon the date on which it is so presented.

I wolud like to emphasize on underlined sentence.Before signing the deed the transferor should present the deed before roc.Once the intention to transfer the shares is there then the blank deed can be presented to roc for stamping.When shares are not there on 01.05.2011, intention to transfer can not arise.so the transfer deed used in this case was not meant for transfer of those shares which came into exstence on 20.05.2011.

Hence the company's stand is ok

I have not a shown an iota of leniency in favour of the transferee while interpretining sec 108 (1A)

Contrary views are solicited to proove me wrong.

Thanks With Warm Regards
Akshaya Kr Pradhan
Chennai-600094
Mob.+91-99520-29075