The Registrar of Companies (ROC) itself no longer directly handles share transfer procedures. However, companies are still required to follow a process to register share transfers as per the Companies Act, 2013. Here’s a breakdown of the key steps:

1. Review Articles of Association (AOA):

• The first step is to confirm that the company’s Articles of Association (AOA) allow for share transfer. Private companies may have restrictions on share transfer outlined in their AOA.

2. Pre-emption Rights (For Private Companies):

• In some private companies, existing shareholders might have pre-emption rights. This means they get the first chance to buy the shares before they are offered to outsiders.

3. Share Transfer Deed (Form SH-4):

• A share transfer deed in Form SH-4 needs to be prepared. This form captures details of the transfer, including transferor, transferee, and number of shares. Both transferor (seller) and transferee (buyer) need to sign the form.

4. Share Certificate and Stamp Duty:

• The original share certificate(s) being transferred along with the duly stamped transfer deed need to be submitted to the company. Stamp duty varies by state and the value of the shares being transferred.