Resolution For Transfer Of Shares Template for Singapore

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Key Requirements PROMPT example:

Resolution For Transfer Of Shares

"I need a Resolution For Transfer Of Shares to document the transfer of 10,000 ordinary shares from our Singapore tech startup's founder to a new venture capital investor, with completion scheduled for March 15, 2025, including foreign ownership declarations."

Document background
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.
Suggested Sections

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

Optional Sections

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

Suggested Schedules

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

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

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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