A share certificate is proof of a member’s ownership of shares. Every share certificate should state all of the following details:
- Date of issue
- Name of the company
- The authority under which the company is constituted, i.e. Singapore
- Address of the company’s registered office
- Class of shares
- Extent to which shares are paid up
- Name of the registered member
- Number of shares
- Certificate number
If you’re named as a member in the company’s register, you’re entitled to receive a share certificate free of charge. However, if shares are held jointly by several people, the company only needs to issue one certificate, delivered to one of the joint shareholders. Every company should ensure that all necessary share certificates are issued and delivered promptly — within 2 months after a share has been issued, or within 1 month after a completed share transfer is lodged with the company.
Duties of the Company Regarding Issue of Certificates, and Default in Issue of Certificates
Below is an extract from Singapore’s Companies Act 1967 covering the company’s duties in issuing share certificates, and the consequences of failing to do so:
130.—(1) Every company shall within 2 months after the allotment of any of its shares or debentures, and within one month after the date on which a transfer (other than such a transfer as the company is for any reason entitled to refuse to register and does not register) of any of its shares or debentures is lodged with the company, complete and have ready for delivery all the appropriate certificates and debentures in connection with the allotment or transfer.
130.—(2) If default is made in complying with this section, the company and every officer of the company who is in default shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $1,000 and also to a default penalty.
130.—(3) If any company on which a notice has been served requiring the company to make good any default in complying with this section fails to make good the default within 10 days after service of the notice, the Court may, on the application of the person entitled to have the certificates or debentures delivered to them, order the company and any officer of the company to make good the default within such time as is specified in the order. The order may provide that all costs of and incidental to the application shall be borne by the company or by any officer of the company in default, in such proportions as the Court thinks fit.