Company Name Change - Share Transfer

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Pia Bang

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A company I deal with has changed their name. They have a shareholder who has 5% of the company (5 ordinary shares @ €1 each).

Are the required to cancel the original share certificate and re-issue a new one in the new name? If so, is any online template okay or is there a specific format we should use.

Thanks,
Pia Bang
 
Thanks bazermc - I had looked at this previously but I didn't see the answer to my question. I still don't!
 
Is the company required to have a minuted meeting and complete revenue form SD4 in relation to a change of company name or is it okay for the shares just to be cancelled in the original company name and re-issued in the new name?

Edited to add: There is no change in the share capital amount or value.

Any help appreciated!
 
Last edited:
Courtney's 'The Law of Prvate Companies' refers to the name change and the consent of CRO as you have seen is needed.

That said, that change will not affect any rights or obligations of the Company or render defective any legal proceedings ....


Therefore I would conclude that the shares remain valid - unless the Company (name change irrelevant) decides to alter them under its M&A - but thats a separate matter form the name change.

Does that help?
 
Thanks WizardDr
The company name change has gone through CRO etc and the company is using the new name for almost 2 years now. They thought that they were required to change the share certificates to the new name but it appears they are not? I also called a company secretarial service yesterday and they said in these circumstances they would not change the share certificate to the new name.
 
@Pia Bang

There is nothing stopping them changing them, but the downside is simply a dispute arises later when there are two share certificates and you can guess the rest.

The company could change M&A to make the shares redeemable (up to 90%) - redeem out of a fresh share issue - then there is no issue about old and new share certs.

If I were the Company Secretary I would NOT reissue anything.

And now you have the same view from company secretarial office :)
 
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