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Shares and share capital - Coggle Diagram

- - - - A company will not register a transfer of certificated shares unless it has received a proper instrument of transfer
      - A company's articles may specify what amounts to a proper instrument of transfer but this will usually refer to the stock transfer form
      - The process is as follows
        
        The transferor and transferee will agree the terms of the transfer (how many shares, price etc)
        
        The transferor will complete the stock transfer form and sign it
        
        The transferred will pay the agreed price
        
        If the transferor is transferring all their shares to a single transferee, they will send the stock transfer form and the share certificate to the transferee. In all cases, the transferor will send the stock transfer form and the share certificate to the company and the company will send the stock transfer form to the relevant transferee
        
        If applicable, the transferee will pay stamp duty and the stock transfer form will be stamped to confirm payment
        
        The transferee will send the stamped STF and share certificate to the company
        
        The company registers the transfer of shares and provides a new share certificate to the transferee. If the transferor only sold some shares, they will be provided with a new share certificate that reflects their updated holding. Alternatively, the company may refuse to register the transfer of shares, in which case it must provide the transferee with its reasons for refusing the transfer within 2 months
    - - The system that Euroclear operates is called CREST. The process for transferring shares under CREST is as follows
        
        The transferor and transferee will agree the terms of the transfer
        
        The transferor and transferee will instruct CREST to transfer the shares. CREST will then check whether the instructions of both parties match and whether the transferor has the shares in question
        
        On the specified date, CREST will remove the requisite shares from the transferors account and deposit them in the account of the transferee. At the same time, it was transfer the agreed price from the transferee's bank to the transferor's bank. Euroclear's register of members will be updated to reflect the transfer, and the company whose shares were being transferred will be sent a message to inform it that it needs to update its register of members
  - - - The death of a shareholder will cause his shares to be transmitted to their personal representative
      - The shares of a shareholder who has been declared bankrupt will be transmitted to their trustee in bankruptcy who will then usually sell them to pay off the bankrupts debts
      - The shares of a shareholder who becomes a patent under the Mental Health Act will be transmitted to a receiver appointed by the Court of Protection