Specifies shares held by any person(s) Prima facie evidence A certificate issued of the title of the under common seal person(s) to such of the Company shares Where the shares are held in depository form, the record of What is share certificate ? the depository is the prima facie evidence of the interest of the beneficial owner
Issue of certificate Issue of certificate ( one Format person Company) Every share certificate shall be 1.Every certificate of share or issue under the common seal • Every share certificate shall shares shall be in Form No. be issue under the common affixed in presence of and SH.1 or as near thereto as seal affixed in presence of signed by : possible and signed by :- 2. It shall specify the:- • two directors duly authorized - name(s) of the person(s) to • one director or a persona by the Board/Commitee authorized by the Board of whom it is issued (one shall be a person other Directors of the company than WTD/MD, if appointed) - the shares to which it relates • Secretary or any other and - the amount paid-up thereon person authorized by the • Secretary or any other board person authorized by the board Particulars of every share certificate shall be entered into registers of members maintained in Form No.MGT-1.
Share certificate shall not be issued by a Company • In exchange for those shares which are subdivided or consolidated; or Unless the certificate in • In replacement of those which are defaced, lieu of which it is issued is mutilated torn or old , decrepit, worn out; or • Where the pages on the reverse for recording surrendered to the have been duly utilized ; company • Time period for issuing duplicate share certificate from the date of submission of complete documents : • For Unlisted Companies = Within 3 months Time Limit to issue • For Listed Companies = Within 15 days
• Every duplicate share certificate shall state on its face that it is “duplicate issued in lieu of share certificate No … . ” Conditions • Prior consent of Board is required for issue • Board may charge maximum fee of Rs. 50 per certificate. • Entries in the register maintained in Form No. SH-2 to be authenticated by the Company secretary or a person authorized by the board for the purpose.
1. The following persons shall be responsible for the maintenance, preservation and safe custody of all books and documents namely:- the committee of the Board, if so authorized by the Board the company secretary; where the company has no company secretary a Director specifically authorized by the Board for such purpose. 2. All blank forms to be used for issue of share certificates shall be printed or related documents shall be printed only on the authority of the Board 3. All the documents related to share certificate shall be preserved for a period of 30 years and in case of disputes , shall be preserved permanently 4. All certificates surrendered to company shall be defaced and may be destroyed after the expiry of 3 years from the date of surrender
If a company with intent to defraud issues a duplicate certificate of shares , the company shall be punishable with : Fine not less than 5 times of the face value of the shares involved but which ay extend to 10 times of such face value ; or Rs. 10 cores whichever is higher; and Every officer of the Company who is in default shall be liable for action under section 447 which deals with fraud.
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