Share Transfer in a Private Limited Company
Transferring shares in a Private Limited Company requires board approval, a stamped share transfer deed, and an update to the company's share register and MCA records.
Share transfer completed clean and documented.
Contact us to know the exact pricing for your requirement. SS Marks manages the complete transfer workflow.
Documents required
- Share Transfer Deed (Form SH-4) — we prepare this
- Board resolution approving the transfer
- Original share certificate of the transferor
- PAN and KYC of the transferee (new shareholder)
- Contact us to know the exact pricing for your requirement.
How we handle this for you
AOA review & pre-emption
We review the AOA for transfer restrictions and obtain any required right-of-first-refusal waivers from existing shareholders.
SH-4 preparation & stamping
Form SH-4 (Share Transfer Deed) prepared, stamped per applicable state stamp duty rate and executed by both parties.
Board resolution
Board meeting convened; transfer approved by the board; new share certificate authorised.
Share register update
Share register (MGT-1) updated. New share certificate issued to the transferee. MCA records updated via any applicable form.
Frequently asked questions
Can shares in a Private Limited Company be freely transferred?
No. Shares in a Private Limited Company are subject to transfer restrictions in the AOA — typically a right of first refusal giving existing shareholders the first opportunity to purchase before an outside transfer.
What stamp duty applies to a share transfer?
Contact us to know the exact pricing for your requirement.25% of the consideration value or the fair market value (whichever is higher), payable on Form SH-4 per the Indian Stamp Act.
What is Form SH-4?
Form SH-4 is the prescribed Share Transfer Deed under the Companies Act 2013. It must be executed by both the transferor and transferee, stamped and delivered to the company within 60 days of execution.
Does a share transfer affect SEBI or RBI regulations?
For companies with foreign shareholders, transfers involving NRIs or foreign entities require FEMA compliance (FC-TRS filing with RBI). SS Marks identifies and handles any such requirements.
How long does a share transfer take?
A straightforward share transfer — with no pre-emption complications — typically takes 7–10 working days covering the SH-4 stamping, board meeting and share register update.
Transferring shares in your company?
SS Marks will review the AOA, prepare SH-4 and complete the transfer — initial consultation, without obligation.