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

  • When are Annual Returns due for filing?

    A company’s first Annual Returns are due for filing after 18 months of its inception, subsequently it should be filed annually as the name implies. The filing dates could differ for each company depending on their financial year end but must be filed not later than 42 days after its Annual General Meeting.

    The Annual Returns for Business Names is due not later than the 30th of June each year except in the year the business was registered.
  • Must my Company Secretary be a Lawyer?

    Although it’s ideal to have a lawyer as a company secretary, it is not compulsory for small private businesses.
  • What is an execution clause in a contract?

    This is the section in which the parties sign the contract or agreement.
  • What are the penalties for not registering my products with the SON?
      1. Seizure of goods by the Inspectorate and Compliance Directorate
      2. Payment of a fine.
      3. Prosecution

     
  • Is it legal to transfer the personal data you obtained legally to another person?

    No, its not legal. This is because the law prohibits anyone from transferring the data of a third party to another person without consent from the third party to do same even if the data was rightfully obtained in the first instance.
  • 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,
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    • 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.
  • Is there a penalty for late renewal of registration of products with NAFDAC?

    Yes, there is a late renewal fee, which is dependent on the category of the product.
  • How many shareholders do I need to start a company?

    A minimum of one (1) adult shareholder is required to form a company.
  • Does Trademark registration protect my website domain name?

    Yes, it does.
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