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Share Transfer Services | Savlana Init
MCA · Share Transfer

Share Transfer — Moving Ownership of Shares Between Parties Correctly.

Transferring shares in a private limited company requires a stamped SH-4 transfer deed, board approval, and Register of Members update. We ensure the transfer is executed, approved, and recorded within statutory timelines.

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A share transfer is a voluntary transaction by which a shareholder (the transferor) conveys ownership of shares to another party (the transferee) by executing a Share Transfer Deed in the prescribed Form SH-4. Unlike public companies whose shares are traded freely, shares in a private limited company are subject to restrictions — the Articles of Association typically require board approval before a transfer can be registered and may give existing shareholders a right of first refusal (pre-emption rights) over shares being sold.

Form SH-4 must be executed by both the transferor and transferee, stamped at 0.25% of the transfer consideration or the value of shares, whichever is higher, under the Indian Stamp Act, and submitted to the company. The board then considers the transfer at a board meeting — approves, rejects, or defers within statutory timelines — and if approved, updates the Register of Members under Section 88 of the Companies Act to record the transferee as the new shareholder.

Once the Register of Members is updated, the existing share certificate in the transferor's name must be cancelled and a new share certificate issued to the transferee within 1 month. For shares in dematerialised form, the transfer process is routed through the depository system rather than a physical SH-4, though the board approval and Register update requirements still apply. We manage the full process from SH-4 execution to the issuance of the new certificate.

Our Share Transfer Services

SH-4 Transfer Deed Execution

Drafting and executing Form SH-4 in compliance with the Companies Act and applicable stamp duty requirements.

Stamp Duty Computation

Calculating correct stamp duty on the transfer instrument as per the rate applicable to the transfer consideration.

AOA Restriction Review

Reviewing AOA pre-emption and approval clauses to confirm compliance before proceeding with the transfer.

Board Approval Coordination

Managing the board meeting at which the share transfer is considered and approved by directors.

Register of Members Update

Updating the company's Register of Members under Section 88 to reflect the new shareholder after approval.

Share Certificate Re-Issue

Coordinating cancellation of the existing certificate and issuance of a new share certificate to the transferee.

Transmission of Shares

Managing transmission of shares to legal heirs or nominees on death or insolvency without a transfer deed.

Demat Transfer Assistance

Supporting transfer of shares held in dematerialised form through the depository participant system.

Our Process

1

SH-4 & Stamp Duty Verification

We verify that Form SH-4 is correctly executed, dated, and that stamp duty is paid on the transfer consideration.

2

AOA Restriction Check

Pre-emption rights and board approval requirements in the AOA are reviewed and complied with before proceeding.

3

Board Approval

Board meeting held to approve the transfer; minutes prepared and the transferee approved as new member.

4

Register of Members Update

Register of Members updated with the new shareholding details post board approval.

5

New Share Certificate

Existing certificate cancelled and a new share certificate issued to the transferee within the 1-month statutory period.

Why It Matters

SH-4 transfer deed executed with the correct stamp value as per applicable state rates
AOA pre-emption and board approval clauses reviewed before any transfer proceeds
Board resolution approving the transfer prepared and recorded correctly
Register of Members updated promptly to recognise the new shareholder
Share certificate cancelled and new certificate issued within the 1-month deadline
Transmission handled separately where shares pass by succession or nomination
Demat transfer process supported where shares are held electronically
Complete transfer documentation maintained for statutory records and audit

Frequently Asked Questions

SH-4 is the prescribed Share Transfer Deed under the Companies Act, 2013. It must be executed by both the transferor and transferee, stamped at the applicable rate, and submitted to the company to initiate the transfer registration process.
Yes — stamp duty is payable on the share transfer deed at the rate of 0.25% of the consideration or the value of shares transferred, whichever is higher, under the Indian Stamp Act.
Yes — a private limited company's AOA typically gives the board the right to decline a transfer without stating reasons, or requires existing shareholders to be offered the shares first (right of first refusal) before they can be transferred to an outsider.
A transfer is a voluntary act where the shareholder sells or gifts shares using a signed SH-4 transfer deed. Transmission occurs by operation of law — on the death, lunacy, or insolvency of a shareholder — without a transfer deed, through legal succession.
Under Section 56 of the Companies Act, a company must deliver the share certificate to the transferee within 1 month from the date of receipt of the instrument of transfer (Form SH-4).
The transferee is not recognised as a member of the company until the transfer is recorded in the Register of Members. Only a registered member is entitled to exercise voting rights, receive dividends, and attend meetings.

Need to transfer shares in your company?

We'll execute the SH-4, check AOA restrictions, coordinate board approval, and update the Register of Members and share certificate within statutory timelines.