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Refusal by Company to Register The Transfer of Shares

When Company has a right to refuse

The circumstances, in which a company may refuse to register the transfer of shares, are different, for company listed on stock exchange and unlisted company.

Listed Company

  • Where the instrument of transfer is not properly signed or stamped or not properly executed.
  • Where the transfer of security is in contravention of any law composition of
  • Where the Board of Director, may change, to such on extent, because of transfer, which may affect interest of company.
  • Where the transfer is prohibited by any law.

Unlisted Companies

  • If partly paid up shares are being transferred and the transferee is known to be financially incapable of paying balance calls.
  • If partly paid up shares are being transferred to a minor incapable of entering into a contract.
  • In case due call money has not been paid by the transferor.
  • When the transferor is a debtor of the company, and the company has a lien on such shares.
  • If instrument is incomplete, irregular and defective, and not properly stamped.
  • On other reasons, just and equitable and are in the general interests of the company.


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