Stock Transfer Form (Form J30 Fully Paid Shares)

Note that since 25th March 2020, the stock transfer form should not be posted to HMRC. The form should be emailed instead. If the form cannot be emailed, HMRC provides advice on posting forms. This is a change to the previous regime and care must be taken given the inherent risks of email. More details are available at www.gov.uk.

This Stock Transfer (or share transfer) Form is used to record the transfer of fully paid shares from one shareholder to another. Section 770(1)(a) of the Companies Act 2006 states that a company must not register a transfer of shares in the company unless a proper instrument of transfer has been delivered to it. The usual form that it takes is governed by the Stamp Transfer Act 1963 (as amended) and is commonly known as a stock transfer form.

This form was revised in April 2012 to include the additional stamp duty certificate on the reverse side. The first stamp duty certificate may be completed where the value of the transaction is £1000 or less; the second stamp duty certificate should be completed where the transaction is otherwise exempt from stamp duty (or the consideration given is not chargeable consideration).

This stock transfer form is known as ‘J30’ as it relates to the transfer of fully paid shares. If you are transferring unpaid or partly paid shares, you should use form ‘J10’.

The Stock Transfer Form has a set of notes attached to help the user to complete the form. This document shows the number and type of shares, the price and the name of the transferee (or buyer). The form must be signed by the transferor (seller) and the stamp duty payable (if applicable) on the transfer of shares must be paid.

Are there are any restrictions on the transfer of shares?

1. If the company is governed by Table A, the Articles of Association will allow the Board to refuse to register a share transfer unless that transfer of shares is (i) accompanied by the share certificate, (ii) it covers not more than one class of shares and (iii) is not in favour of more than four transferees.

2. If the company is governed by the Model Articles or similar, the directors may refuse to register a share transfer at their discretion. If they do so, the instrument of transfer must be returned to the transferee with a notice of refusal.

A share transfer does not need to be notified to Companies House, but a company’s first confirmation statement must contain a list of shareholders and subsequent confirmation statements must report any changes to these shareholders.

The Register of Members should be updated following a share transfer.

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