Joint shareholders
Joint shareholders

The following Corporate guidance note provides comprehensive and up to date legal information covering:

  • Joint shareholders
  • Recording joint shareholdings
  • Rights and obligations of joint shareholders
  • Change in the order of joint shareholders’ names in the register of members
  • Transfer of jointly held shares
  • Death of a joint shareholder

Shares in a company may be allotted or transferred to any number of holders (whether they are natural persons or corporate entities) to be held jointly, except subscriber shares. It is not possible for subscriber shares to be allotted on the basis that they are held jointly, as Companies House interprets sections 7 and 8 of the Companies Act 2006 (CA 2006) as requiring each subscriber for shares in a new company to be a single natural person or a single corporate entity.Companies Act 2006, ss 7, 8

In practice, it is common for a company to limit the maximum number of shareholders that may jointly own shares in its articles of association (usually to four, eg the model articles for a public company in art 53(5)(e) allow the directors to refuse to register a transfer to more than four transferees, as does 1985 Table A, reg 24).Companies (Model Articles) Regulations 2008, SI 2008/3229, reg 4, Sch 3, art 53(5)(e)Companies (Tables A to F) Regulations 1985, SI 1985/805, reg 2, Sch, Table A, reg 24

If there is no limit on the number of shareholders that may jointly own shares set out in a company’s articles, many articles give directors a general right to refuse to register any share transfer (eg the model articles for a private company limited by shares,