Share Transfer Board Approval Minutes

Board minutes approving and registering a transfer of shares, with checks on the articles, pre-emption, stamp duty, share certificates and PSC changes.

Editable Word document
7
10pages
Guidance notes included
aml consultancy solutions

Company secretarial

Share Transfer Board Approval Minutes

About this document

What it’s for

Minutes of a directors’ meeting (or a written resolution) approving the registration of a transfer of shares in a private limited company. It records that the directors have checked the stock transfer form, stamp duty, the articles and any shareholders’ agreement, and authorises updating the register of members, issuing new share certificates and making any Companies House filings.

When to use it

  • When a shareholder sells or gifts shares to another person
  • On a transfer between family members, or to a new investor or employee
  • When shares pass to a beneficiary after death (use the transmission option)

What’s inside

The document is laid out in the sections below. Each one comes with a plain-English guidance note explaining what it does and what to change.

  • Pre-meeting checklist
  • 1. Quorum and notice
  • 2. Declarations of interest
  • 3. Purpose of the meeting
  • 4. Documents produced
  • 5. Checks against the Articles and shareholders’ agreement
  • 6. Resolutions
  • 7. Any other business
  • After the meeting – action list

How to complete it

  • Gather the documents listed in the pre-meeting checklist
  • Complete the minutes, choosing the options that apply
  • Have the chair sign the minutes, then update the register and issue certificates
  • Keep the minutes in the minute book for at least 10 years

Key points to check

  • Do not register a transfer that needs stamp duty until it has been stamped by HMRC
  • The company must register or refuse the transfer within two months
  • Check whether the transfer changes who is a person with significant control

Our templates are professionally structured starting points for UK businesses, not legal advice. For anything complex, unusual or high-value, have your final version checked by a solicitor.

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Company secretarial

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Editable Microsoft Word files

Guidance notes in every document

Written for UK businesses

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