Company Bureau can assist with an Irish company share transfer or allotment of new shares. It is vital to seek professional advice when doing this, whether it is from a Company Secretarial Expert, a Tax Advisor, or both.

Share Allotments (Issuing of new Shares) or Share Transfers are done in a number of circumstances. For example, if you are providing equity in return for investment, restructuring an organisation, transferring wealth between spouses or to children, or rewarding a sales director for exceeding targets.

Government Stamp Duty may be a factor in the above. There is no stamp duty applicable to share allotments (this was abolished in the late 90s). A 1% Stamp Duty applies to Irish Company share transfers where the consideration is €1000 or more. True market value should be used to calculate whether stamp duty is applicable or not. There may be other tax considerations applicable to share transfers or allotments, such as inheritance tax or capital gains tax.

How to Issue or Transfer Shares in an Irish Company

Generally, the following steps are required to complete these tasks properly for a Limited Company in Ireland:

  • Checking of the Constitution / Memorandum and Articles of Association of the company
  • Preparation of a Stock Transfer form instrument (if transfer)
  • Preparation of Stamp Duty Revenue form SD4 (if applicable)
  • Directors Board Minutes
  • Issue of New Share Certificate/s
  • Updating the register of members and other registers as required
  • Making changes to the RBO if necessary
  • Informing the CRO on the next annual return

For the completion of all of the above, our fee starts from only €200+VAT for a Share transfer in a Private Limited Company. We can have all the above prepared within 24 hours should you require everything to be done urgently.

Please note: A company may be required to update the Central Register of Beneficial Ownership (RBO) following a share allotment or share transfer if it results in a new individual holding more than 25% of the shares in the company, or if this change results in this new person having significant control within the company. For more information, please see Filing of Beneficial Owners with the RBO.

We can also assist with:

  • Share Buybacks if a company needs to re-acquire shares by purchasing them from its shareholders.
  • Share-for-Share Exchanges if your company needs help with a reorganisation of its share capital.

For more information or to proceed with an Irish company share transfer or allotment of shares, please don’t hesitate to call us at +353(0)1 6461625 or complete our contact form.

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FAQ's

A share transfer involves transferring existing shares from one person to another, while a share allotment involves issuing new shares by the company. Both require different procedures and have different tax implications.

Yes, it's highly recommended to seek advice from company secretarial experts like Company Bureau due to the complex legal requirements, tax implications, and potential consequences of incorrect procedures.

 

The company's Constitution (Memorandum and Articles of Association) may contain restrictions on share transfers, pre-emption rights for existing shareholders, or specific procedures that must be followed.

Read more about the Company Constitution >>

 Not necessarily. The company's Constitution may restrict transfers, require board approval, or give other shareholders rights of first refusal.