Transfer of Shares of a Limited Company

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What is Transfer of Shares?

 

The transfer of shares in a Hong Kong Limited Company (the “Company”) relates to transferring the ownership of a share(s) from one person to another.

For these purposes, an Instrument of Transfer and Bought Sold Note must be stamped by the Hong Kong Inland Revenue Department Stamp Office.

Together supporting documents and the amount of stamp duty to be paid for.

What basic supporting documents are required for a Transfer of Shares?

 

  1. The Articles of Association of the Company;
  2. Certified true copy of the Agreement for Sale and Purchase of shares (if any), otherwise a confirmation by way of letter that no such agreement exists;
  3. A statement on whether the Company or its subsidiary(ies) have acquired any landed property, rights to acquire landed property or investments;
  4. The latest audited accounts of the Company and its subsidiary(ies);
  5. A certified management accounts of the Company and its subsidiary(ies);
  6. A certified copy of the Return of Allotments for increase of share capital (if any);
  7. Any other information/documents, where necessary;

What information is required to be provided by the Client in respect of the Company?

 

  •  A copy of Articles of Association;
  • A copy of latest filed Annual Return and Register of Members;
  • A the number of shares to be transferred and the consideration amount;
  • The name of the seller (transferor) and the name of the buyer (transferee);
  • A copy of passport and/or HK Identify card (if available) and current residential proof of address of the buyer (transferee);
  • A copy of the latest audited accounts and up to date management account until the date of transfer.

Please note that should our company Triple Eight Limited acts as company secretary and accountant for the Company, then we only would require information on points (c), (d) and (e).

What is the timeline for Stamping of the Transfer of Shares?

 

The Transfer of Shares can be completed within 1 – 2 working days, provided that all supporting documents and information requested from Client are in order.

Jahangeer Ansari

Jahangeer Ansari

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