Share transferring
09:15 - 13/08/2021
Share transferring
Enterprise Law 2020 clearly stipulates the right to transfer shares, cases of transfer of shares. Hnlaw & Partners please outline some of these provisions as follows:
Share transferring
Enterprise Law 2020 clearly stipulates the right to transfer shares, cases of transfer of shares. Hnlaw & Partners please outline some of these provisions as follows:
1. Right to transfer shares:
According to clause 1 Article 127 Law on Enterprise 2020: “Shares may be freely transferred”
Except the following cases:
- Charter of the company regulates the provision on share transferring limitation. Excepting the case that the Charter has such provision, such provision is only valid when clarified in the Stock of the relevant shares.
- Public offering of shares, offering of shares of public companies and other organization shall be carried out in accordance with securities laws.
- According to clause 3 Article 120 of Law on Enterprise 2020: Within 3 years from the date the enterprise registration certificate is granted to the company, its founding shareholders have the right to freely transfer their shares to other founding shareholders and may transfer their ordinary shares to persons other than founding shareholders if approved by the General Meeting of Shareholders. In this case, shareholders intending to transfer shares may not vote on the transfer of such shares.
- According to clause 3 Article 116 of Law on Enterprise 2020: Voting preference shareholders may not transfer their shares to other persons.
2. Forms of share transferring:
The transfer shall be made into a contract or carried out on the securities market. In case of transfer under a contract, the documents shall bear the signatures of the transferor and the transferee or their authorized representatives. In case shares are transferred on the securities market, the transfer procedures prescribed by securities laws shall apply.
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