A standard share certificate issued by a private company to a shareholder to evidence ownership of shares, under the Companies Act 2006 in England & Wales.
How to use this template, read this first - Replace every
[SQUARE-BRACKET]field before use. - A share certificate is prima facie evidence of a person's title to the shares (Companies Act 2006, s 768), that is, evidence of ownership unless the contrary is proved. It is not the same as the register of members, which is the definitive record of who owns the shares. - A company must normally complete and have ready the share certificate within two months of an allotment or of a transfer being lodged (Companies Act 2006, s 769). - Check the company's articles for how certificates are to be executed (commonly by two authorised signatories, or a director and the company secretary, or a single director whose signature is witnessed).
---
SHARE CERTIFICATE
[COMPANY NAME] (Incorporated in England & Wales under the Companies Act 2006, Company No. [NUMBER])
Certificate No.: [NUMBER]
This is to certify that:
[SHAREHOLDER FULL NAME] of [SHAREHOLDER ADDRESS]
is the registered holder of:
[NUMBER] [ordinary] share(s) of £[NOMINAL VALUE] each, fully paid [or: paid up to £[AMOUNT] per share],
in the above-named Company, subject to the Company's articles of association.
Class of shares: [Ordinary / other] Distinctive numbers (if any): [from [ ] to [ ]] Date of issue: [DATE]
---
Executed by the Company:
Signed: __________________ [Director] Signed: __________________ [Director / Company Secretary]
(or, if permitted by the articles) Signed: __________________ [Director], in the presence of [WITNESS NAME, ADDRESS, SIGNATURE].
---
Notes: 1. The Company will usually require this certificate to be produced or surrendered before registering a transfer of the shares it represents, subject to the Company's articles and any replacement or indemnity requirements where the certificate is lost or unavailable. 2. If this certificate is lost or destroyed, a replacement may be issued on such terms (as to evidence and indemnity) as the directors require. 3. The register of members is the definitive record of ownership; this certificate is evidence of, but does not by itself constitute, title.
--- This template is a starting point and not legal advice. Execution requirements and timing are governed by the Companies Act 2006 and the company's articles, have a qualified solicitor or company secretary review and adapt it before use. Governing law: England & Wales.