Shares advice

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Apologies if posted in the wrong place.

Just a question. I've been it shares in the family business. I've only been told this verbally.

Is it a legal requirement that they should issue me without share certificates?
Things will get better day by day.

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  • tacpot12
    tacpot12 Posts: 7,969 Forumite
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    Are you asking whether it is a legal requirement that you should be given a share certificate? If so, then yes. Unless the company's Articles of Association say otherwise, share certificates should normally be issued to you within two months of the transfer.
    The comments I post are my personal opinion. While I try to check everything is correct before posting, I can and do make mistakes, so always try to check official information sources before relying on my posts.
  • wannaberich41
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    Yes I am. I've been given shares about 4 years ago but never given a certificate. I have asked but not yet received. I'll chase up again and advise them it's a legal requirement to do so.
    Thank you for your help today.
    Things will get better day by day.
  • bowlhead99
    bowlhead99 Posts: 12,295 Forumite
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    Many companies' constitutional documents allow for shareholdings to be uncertificated.

    At the end of the day, a certificate is merely a piece of paper which certifies that at a particular point in time, you were recorded on the register of members as having been the owner of that number of shares. It is the actual shareholder register itself (of which your certificate is merely a snapshot extract) which determines who gets to vote, who gets dividends etc.

    Not having the piece of paper doesn't change your rights -unless they're "bearer shares" where nothing is recorded in the register and whoever has the shares in their pocket at a moment in time is the owner of the company ; that's archaic and most jurisdictions in the world including the UK don't allow it.

    So, it's not necessarily the case that the company *must* have sent you a certificate because the certificate doesn't give you practical ownership rights, it's merely evidence that those rights existed. But if a certificate had been issued to you, which it might not have been in a close company by family members, it can be very useful in later debates about the shareholder register.

    If you have evidence that you owned X number of shares on Y date, and then later they say you no longer own the shares, they'd have to produce the share register and show when and how the shares were transferred away from you. Whereas, if you've never had any documentation, it's quite easy to screw you over by saying you've never been a shareholder and then the burden of proof would be on you to say that actually you have.
  • ivormonee
    ivormonee Posts: 395 Forumite
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    Good points already made above but just to add a couple of further points that spring to mind - how were you informed that you were given these shares and did you get anything in writing ... an email even?


    I have shares in unlisted companies and invariably I receive a certification online in the form of a pdf attached to an email. If I wish to verify anything further at a later stage I have sometimes looked at Companies House website, searched for the company in question, looked at the annual return and voila: my name has appeared together with my shareholding details. That's something you could also check and can even download a copy for free!


    The Annual Return has now been superceded by the Confirmation Statement and I am not sure whether they list all the shareholders like the Annual Return used to do. Perhaps someone who's more up-to-date on this can confirm.
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