Hong Kong Share Transfer After Death
Transfer of a Share or other Interest of a Deceased Member of a Company
The transfer of shares or other interests of a deceased member of a company in Hong Kong involves several key steps:
1. Probate or Letters of Administration:
If the deceased left a valid will, the executor named in the will must obtain a Grant of Probate from the High Court of Hong Kong.
If the deceased died without a will (intestate), the next of kin must apply for Letters of Administration.
These legal documents give the executor or administrator the authority to manage the deceased's estate, including the shares.
2. Transmission of Shares:
The executor or administrator, acting on behalf of the deceased's estate, must notify the company of the deceased's passing and submit the relevant documents, including:
Grant of Probate or Letters of Administration: This proves the executor's or administrator's legal authority.
Death Certificate: Confirms the date of death.
Share Certificate(s): If available, these should be submitted to the company.
The company will then typically issue a new share certificate in the name of the beneficiary(ies) named in the will or determined by the intestacy rules.
3. Estate Duty Clearance (if applicable):
If the value of the deceased's estate exceeds the estate duty threshold, the executor or administrator must obtain an Estate Duty Clearance Certificate from the Inland Revenue Department of Hong Kong.
This certificate confirms that all estate duties have been paid and is required for the transfer of assets, including shares.
4. Company's Internal Procedures:
The company may have its own internal procedures for transferring shares, which may include:
Share Transfer Form: The executor or administrator may need to complete a share transfer form.
Identity Verification: The company may require identification documents from the new shareholder(s).
Board Resolution (if required): In some cases, the company's board of directors may need to approve the share transfer.
5. Registration with the Companies Registry:
Once the share transfer is complete, the company must file a Notice of Change with the Companies Registry of Hong Kong to update the company's register of members.
Important Considerations:
Company's Articles of Association: The company's articles of association may contain specific provisions regarding the transfer of shares upon the death of a member. These provisions should be carefully reviewed.
Tax Implications: There may be tax implications for both the estate and the beneficiaries, including estate duty, inheritance tax, and capital gains tax. It is advisable to seek professional tax advice.
How Bestar can Help
Transfer of a Share or other Interest of a Deceased Member of a Company
Bestar in Hong Kong can provide invaluable assistance in transferring shares of a deceased member of a company. Here's how we can help:
Probate and Administration:
Grant of Probate/Letters of Administration: We guide you through the process of obtaining these legal documents, which authorize you to manage the deceased's estate, including the shares.
Legal Compliance: We ensure all procedures are followed correctly to avoid legal challenges or delays.
Share Transfer:
Company's Articles of Association: We review these documents to understand any specific provisions regarding share transfers upon death.
Share Transfer Form: We help you complete the necessary forms accurately and efficiently.
Company Communication: We liaise with the company on your behalf, ensuring a smooth transfer process.
Tax Advice:
Estate Duty/Inheritance Tax: We advise on tax implications for the estate and beneficiaries.
Tax Minimization Strategies: We help you identify and implement strategies to minimize tax liabilities.
Dispute Resolution:
Shareholder Disputes: If disagreements arise with other shareholders or the company regarding the transfer, we can represent you in negotiations.
Company Law Issues: We can address any legal complexities related to company law and shareholder rights.
Overall Guidance:
Professional Expertise: We provide expert advice on all legal aspects of the share transfer process.
Risk Mitigation: We help you navigate potential legal risks and ensure a smooth and successful transfer.
By engaging Bestar, you can ensure that the transfer of shares is handled correctly, efficiently, and in compliance with all relevant laws and regulations.
Comments