1. Free Transferability of Shares
- Shares of a Public Limited Company are freely transferable unless restricted by law or internal agreements.
- This is a core feature that distinguishes it from private companies.
- Shareholders can sell or transfer their shares to any person without board approval.
- Freely transferable shares enhance market liquidity and investor participation.
- This helps in raising capital and facilitating open ownership.
2. Transfer Procedure for Physical Shares
- The shareholder must submit a duly executed share transfer deed (Form SH-4) along with the original share certificate.
- The deed should be properly stamped as per the Indian Stamp Act.
- The company records the transfer in its register of members after verification.
- A new share certificate is issued to the transferee within the prescribed time.
- This method is used when shares are not held in dematerialized (electronic) form.
3. Transfer of Dematerialized Shares
- Most listed public companies maintain shares in demat (electronic) form through depositories like NSDL or CDSL.
- The shareholder initiates the transfer through a Depository Participant (DP).
- The DP debits shares from the seller’s demat account and credits the buyer’s account.
- The process is fast, secure, and does not require physical documents.
- The company is informed automatically through the depository system.
4. Role of Stock Exchanges and Market Trades
- For listed companies, shares are traded on recognized stock exchanges such as the BSE or the NSE.
- Buyers and sellers conduct transactions through registered brokers.
- The stock exchange facilitates trade settlement, usually within T+1 day.
- Shareholding changes are reflected in demat accounts without direct company involvement.
- This promotes transparency and regulatory oversight in share transactions.
5. Recording and Compliance
- The company must update its register of members to reflect the new ownership.
- The transfer must comply with the provisions of the Companies Act, SEBI regulations, and depository rules.
- Proper records ensure rightful dividend distribution, voting rights, and legal ownership.
- In case of disputes, the company refers to the share transfer records for verification.
- Accurate maintenance of transfer history is essential for audits and shareholder rights.



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