Legal Templates
Resolution For Transfer Of Shares

Resolution For Transfer Of Shares for Singapore

Resolution For Transfer Of Shares Template for Singapore

A Resolution for Transfer of Shares is a formal corporate document used in Singapore to record and approve the transfer of company shares from one party to another. It complies with Singapore's Companies Act requirements and must be properly executed according to ACRA regulations. The document includes details of the transfer, parties involved, and necessary approvals from the board of directors or shareholders.

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What is a Resolution For Transfer Of Shares?

A Resolution For Transfer of Shares is a crucial corporate document required when ownership of company shares changes hands in Singapore. It serves as official documentation of the transfer decision and ensures compliance with the Companies Act (Cap. 50) and ACRA requirements. This resolution is necessary whenever shares are sold, gifted, or otherwise transferred between parties, and must include specific details such as the number of shares, consideration paid, and parties involved. It forms part of the company's official records and is often required by banks, regulatory authorities, and for tax purposes.

What sections should be included in a Resolution For Transfer Of Shares?

1. Title and Date: Specifics of the company and date of resolution

2. Preamble: States the meeting type and statutory basis for the resolution

3. Attendance: List of directors/shareholders present

4. Resolution Details: Specific details of share transfer including parties, number of shares, consideration

5. Authorization: Authority granted to execute the transfer

What sections are optional to include in a Resolution For Transfer Of Shares?

1. Waiver of Pre-emptive Rights: Required when other shareholders need to waive their rights to purchase shares

2. Foreign Ownership Declaration: Required when shares are being transferred to foreign entities

3. Consideration Payment Terms: Required when payment is structured or conditional

What schedules should be included in a Resolution For Transfer Of Shares?

1. Share Transfer Form: Standard form for recording the transfer details

2. Share Certificate: Copy of existing and/or new share certificate

3. Valuation Report: If required for determining share value

4. Board/Shareholder Approval Documents: Any supporting approval documentation

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

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Jurisdiction

Singapore

Publisher

Genie AI

Document Type

Board Resolution

Sector

Corporate Governance

Cost

Free to use
Industries

Companies Act (Cap. 50): Primary legislation governing share transfers in Singapore, particularly Sections 130A-130AD (transfer mechanisms), Section 126 (share nature), and Sections 128-129 (share certificates)

Securities and Futures Act (Cap. 289): Regulatory framework for securities trading and market conduct, particularly relevant if the company is public or listed

ACRA Regulations: Accounting and Corporate Regulatory Authority requirements for corporate governance and reporting of share transfers

Company Constitution: Company's constitutional document (formerly Articles of Association) containing specific provisions on share transfers and restrictions

Shareholders' Agreement: Existing agreement between shareholders that may contain specific provisions on share transfers, right of first refusal, or other transfer restrictions

Stamp Duties Act (Cap. 312): Legislation governing stamp duty requirements for share transfer transactions in Singapore

Pre-emptive Rights: Existing shareholders' rights to be offered shares first before they can be transferred to third parties

Board Approval Requirements: Specific requirements for board approval of share transfers as per company constitution or shareholders' agreement

Foreign Ownership Restrictions: Any limitations on foreign ownership of shares in the company, if applicable under Singapore law or company constitution

UBO Reporting Requirements: Ultimate Beneficial Ownership reporting obligations under Singapore's corporate regulatory framework

AML/CFT Requirements: Anti-Money Laundering and Countering the Financing of Terrorism requirements for share transfer transactions

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