Transferring shares from owner to Director.
Discussion
We have come to an understanding between ourselves and now Im just wanting to go through the motion of actually transferring 25% of the shares from a non director to myself.
I would usually use my accountant, but he is slow (9 weeks and waiting) and frankly I don't want to pay him now for the privilege of doing this that I can do myself quicker.
I thought that this could be accomplished using Webfiling with companies house online, but sadly this does not seem to be the case.
Can anyone give me a quick overview how to do this online or in the post quickly and easily.
I have looked online and they seem to always mention the shareholders page on webfiling which I can't find so Im a bit stuck.
Any help please.
I would usually use my accountant, but he is slow (9 weeks and waiting) and frankly I don't want to pay him now for the privilege of doing this that I can do myself quicker.
I thought that this could be accomplished using Webfiling with companies house online, but sadly this does not seem to be the case.
Can anyone give me a quick overview how to do this online or in the post quickly and easily.
I have looked online and they seem to always mention the shareholders page on webfiling which I can't find so Im a bit stuck.
Any help please.
Eric Mc said:
Nothing needs to be notified to Companies House until it is time to submit the Companies House annual return.
What is the value of the shares and is there any consideration being passed between the the two parties involved i.e. are you paying him for the shares?
Can go one of two ways.What is the value of the shares and is there any consideration being passed between the the two parties involved i.e. are you paying him for the shares?
1) the company is in debt so therefore the shares are worth nothing. 2) Or they are worth a minimal amount (pennies) and that is paid to the owner and they are fine with that.
No money was paid into the company during the creation of the shares.
The owner is happy as they have cut back on their workload by 50%, so they are happy to sacrifice 50% of their shares and It allows us to bring in a new director and use a share incentive to bring them on board.
As there is no true value in the company - there is no true value to the shares - so nothing to do only transfer the share and notify Companies House the next time the Annual Return is being filed with them.
HMRC aren't interested in minor share transfers any more as Stamp Duty on such transactions was abolished a number of years ago.
HMRC aren't interested in minor share transfers any more as Stamp Duty on such transactions was abolished a number of years ago.
Eric Mc said:
As there is no true value in the company - there is no true value to the shares - so nothing to do only transfer the share and notify Companies House the next time the Annual Return is being filed with them.
HMRC aren't interested in minor share transfers any more as Stamp Duty on such transactions was abolished a number of years ago.
So the annual return is not due until 19 December 2015, so we have just transferred it in theory currently.HMRC aren't interested in minor share transfers any more as Stamp Duty on such transactions was abolished a number of years ago.
Im assuming we just need to a contract amongst the directors (already in place), so that the owner can't go back on their word later on in the year as the companies house shows them at 50% now, rather than the 25% and we need to wait until Dec 2015 now.
I would be much happier if I didn't need to wait 6 1/2 months to see it on paper.
Companies House essentially don't want to know until it's time to file the Annual Return.
HMRC don't want to know at all unless the consideration for the shares exceeds £1,000.
Set out below is some more detailed guidance from a website I found. There should be some paperwork involved but, as you can see, this is mainly for keeping with the company's statutory files and not for filing at any government agency such as Companies House or HMRC.
Article below -
If you wish to transfer or sell shares after incorporation, you CAN do so by completing a Stock Transfer Form. The following details must be provided:
Name of company
Company registration number (CRN)
Quantity and class of shares(s) being transferred
Name and contact address of existing shareholder (transferor)
Name and contact address of new shareholder (transferee)
Amount paid or unpaid on each share
Details of non-cash payments, if applicable
Authorising signature of company director
Stamp Duty liability, if applicable
When the transfer is complete, the director should provide a copy of the stock transfer form to the new and old shareholders. Another copy should be kept with the statutory company records – these are usually stored at a company’s registered office address or SAIL address.
New shareholders should be issued with share certificates as proof of ownership. The company’s statutory register of members should be updated as soon as possible to reflect the transfer.
There is no need to immediately notify Companies House about the transfer – these changes will be reported when the next annual return is filed. You can, however, file an early annual return if you want this information updated on the public register immediately.
A copy of the stock transfer form must be delivered to HMRC if the sale value of shares exceeds £1,000. The transferee will be liable to pay Stamp Duty of 0.5% of the total sale value.
HMRC don't want to know at all unless the consideration for the shares exceeds £1,000.
Set out below is some more detailed guidance from a website I found. There should be some paperwork involved but, as you can see, this is mainly for keeping with the company's statutory files and not for filing at any government agency such as Companies House or HMRC.
Article below -
If you wish to transfer or sell shares after incorporation, you CAN do so by completing a Stock Transfer Form. The following details must be provided:
Name of company
Company registration number (CRN)
Quantity and class of shares(s) being transferred
Name and contact address of existing shareholder (transferor)
Name and contact address of new shareholder (transferee)
Amount paid or unpaid on each share
Details of non-cash payments, if applicable
Authorising signature of company director
Stamp Duty liability, if applicable
When the transfer is complete, the director should provide a copy of the stock transfer form to the new and old shareholders. Another copy should be kept with the statutory company records – these are usually stored at a company’s registered office address or SAIL address.
New shareholders should be issued with share certificates as proof of ownership. The company’s statutory register of members should be updated as soon as possible to reflect the transfer.
There is no need to immediately notify Companies House about the transfer – these changes will be reported when the next annual return is filed. You can, however, file an early annual return if you want this information updated on the public register immediately.
A copy of the stock transfer form must be delivered to HMRC if the sale value of shares exceeds £1,000. The transferee will be liable to pay Stamp Duty of 0.5% of the total sale value.
Ok - an ongoing loss that can be proven, or just a one off loss that will be fixed next year? Not being difficult - just looking at it like the revenue might 
We are in the process of transferring shares in one of our businesses right now and going through it with our acct - slightly different for us as we are growing, but you need to think how it might be perceived by her majestys finest.
We are in the process of transferring shares in one of our businesses right now and going through it with our acct - slightly different for us as we are growing, but you need to think how it might be perceived by her majestys finest.
Stephanie Plum said:
Ok - an ongoing loss that can be proven, or just a one off loss that will be fixed next year? Not being difficult - just looking at it like the revenue might
We are in the process of transferring shares in one of our businesses right now and going through it with our acct - slightly different for us as we are growing, but you need to think how it might be perceived by her majestys finest.
company has only been properly running since August 2013, but as its the off season, its only been officially selling since March 2014, so it should not or will not show a profit until at least March 2016, if it shows before then, its been a massive success that we have managed to push through as it was put at 2 years before the debts are all paid off and its running under its own cash,We are in the process of transferring shares in one of our businesses right now and going through it with our acct - slightly different for us as we are growing, but you need to think how it might be perceived by her majestys finest.
A lot of HMRC disclosure is based on the "Self Asseessment" principle. HMRC will only query if it seems to them that the taxpayer's stance is not based on the truth. The inherent value of a company will largely be obvious from its filed accounts - so if the shares are related to significant assets, that should be obvious from the accounts HMRC gets to see anyway..
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