Procedure for share transfer and share surrender in Nigeria

Procedure for share transfer and share surrender in Nigeria

November 30, 2021

Before any company can be incorporated it is required by the law to have an authorised share capital which is divided among the members according to their contribution in the company. These shares can either be ordinary or preferred shares.

A subscriber in the Articles of Association or a shareholder can transfer their shares in whole or in part to another individual or company or can surrender the shares back to the company.

The transfer of shares to another individual or company is called share transfer. A share transfer is done internally through an instrument of transfer. It is however, deemed to be properly transferred when the name of the transferee is reflected in the company’s register of members in regards to shares upon an application by the transferor. Electronic instrument of share transfer is acceptable. A share transfer must be executed by both parties either by themselves or on their behalf. Where a share transfer is in writing it can be an acceptable means of transfer provided it is accepted by the director.

Share surrender on the other hand, is the surrender of shares back to the company by an individual or corporate body who subscribed for shares in the company. The first step in share surrender is for the shareholder to write a letter to the company stating the amount surrendered. Also, a special resolution by the company would be prepared to reflect the shareholder’s intention to surrender the shares back to the company and the number of shares so surrendered, it would also reflect the new share structure of the company. Finally, the application for share surrender would be filed with the Corporate Affairs Commission (CAC).

Lastly, as an unspoken rule, before any change can be effected for a company at the CAC, the company must have filed up to date Annual returns.

Team 618 Bees

 

 

618 Bees can quickly and easily help you file share transfers, surrenders and transmissions for your company in Nigeria. Log on to our website www.618bees.com or email hello@618bees.com, or give us a call on +2349017190079. 618 Bees will complete your application with the Corporate Affairs Commission (CAC).

 

 

The information in this blog post (“post”) is provided for general informational purposes only, no information contained in this post should be construed as legal advice, nor is it intended to be a substitute for legal counsel on any subject matter. No reader of this post should act or refrain from acting on the basis of any information included in, or accessible through this post without seeking the appropriate legal or professional advice from the particular facts and circumstances at issue from a lawyer. This post is protected by intellectual property law and regulations. It may however be shared using appropriate sharing tools provided that our authorship is always acknowledged and this Disclaimer Notice attached

 

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Frequently Asked

  • Why must I file Annual Returns?

    It is a mandatory statutory requirement under the Companies and Allied Matters Act to file Annual Returns yearly. 
  • What’s the difference between a business name and an LLC?

    • A business name is a sole proprietorship, usually owned and managed by one individual only. Legally, the sole proprietor and his business are one. It simply means an individual trading with an alias. The sole proprietor is personally liable for all business related obligations.

    • A limited liability company on the other hand is a separate business entity from the individuals that hold its shares and act as directors. Legally, it’s a separate business entity and a person on its own who can transact business, own property separate from its owners and can sue or be sued. 
  • Why is mutual assent important in a contract?

    This is one of the key elements of a contract because is shows the meeting of the minds of both parties
  • Can I process/register multiple products at NAFDAC at the same time?

    Yes, you can process/register multiple products at the same time
  • What is classified as personal data?

    Name, photograph, personal health/bio information, account/financial information, phone number, Address, date of birth, place of birth, Email address, etc.
  • What is eligible for Patent registration?

    Patents are granted for the invention of products or processes. However, for it to be patentable, the invention

    • Must be new,
    • Must have an inventive step that is not obvious to someone with knowledge and experience in the subject,
    • Must be capable of being made or used in some kind of industry and not be, a scientific or mathematical discovery, theory or method, a literary, dramatic, musical or artistic work, a way of performing a mental act, playing a game or doing business, the presentation of information, or some computer programs, an animal or plant variety, a method of medical treatment or diagnosis,
    • And must not be against public policy or morality.
  • Can I process/register multiple products at NAFDAC at the same time?

    Yes, you can process/register multiple products at the same time
  • What’s the difference between a business name and an LLC?

    • A business name is a sole proprietorship, usually owned and managed by one individual only. Legally, the sole proprietor and his business are one. It simply means an individual trading with an alias. The sole proprietor is personally liable for all business related obligations.

    • A limited liability company on the other hand is a separate business entity from the individuals that hold its shares and act as directors. Legally, it’s a separate business entity and a person on its own who can transact business, own property separate from its owners and can sue or be sued. 
  • Why do I need a trademark?

    You need to register your trademark because if you don’t register it, someone else can! It helps identify you as the source and indicates a consistent level of quality of your products and services. Securing a registered trademark protects your brand, and provides you with tools to prevent someone else from using similar signs and riding off the back of your business.
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