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Class 12 SP Letter for Approval of Share Transfer: Format & Solved Draft (Chapter 6)

Master the official format and scoring guidelines for the Class 12 Secretarial Practice (SP) letter on the Approval of Transfer of Shares tailored for the Maharashtra State Board (HSC) Commerce examination. Under Chapter 6 (Correspondence with Members), drafting a formal letter informing the transferee regarding the Board's approval of share transfer and enclosing the endorsed share certificate is a frequently tested practical question in Question 7 (Letter Writing), carrying a direct weightage of 5 marks. Below, you will find the official board exam scenario, step-wise marking breakdown, statutory provisions under the Companies Act, 2013, and a textbook-accurate solved model answer.

Statutory Rule (Section 56(4)(c), Companies Act 2013): Every company must deliver the endorsed share certificate to the transferee within one month from the date of receipt of the instrument of transfer (Form SH-4) along with the original share certificate. The transfer becomes legally effective only after the Board of Directors approves it and the transferee's name is entered in the Register of Members.

HSC Board Examination Question Scenario

In the HSC examination, this question is typically framed as follows:

"Draft a letter to the transferee informing him / her regarding the approval of transfer of shares and enclosing the share certificate duly endorsed in his / her name, citing the resolution passed at the Board Meeting."

Official HSC Step-Wise Marking Breakdown (5 Marks)

Examiners evaluate secretarial correspondence based on structural completeness and statutory accuracy:

Component Required Exam Content Marks
Letterhead & Layout Company Name, Registered Address, 21-digit CIN, Phone, Email, Website, Ref. No., and Date. 1 Mark
Inside Address & Subject Transferee Name, Address, concise Subject Line, and formal Salutation. 1 Mark
Body of the Letter Reference to transfer deed lodgement, Board resolution approval, transfer schedule table, and statutory 1-month delivery. 2 Marks
Sign-off & Enclosure Complimentary close ("Yours faithfully"), Secretary signature block, and mandatory Enclosure ("Encl: Share Certificate No. ... duly endorsed"). 1 Mark
Total Marks Question 7 (Attempt Any 2 Letters out of 3 = 10 Marks Total) 5 Marks

Solved Model Answer: Letter Informing Approval of Transfer of Shares

SUNSHINE AGRO PRODUCTS LIMITED
Registered Office: 102, Commercial Chambers, Senapati Bapat Marg, Lower Parel, Mumbai - 400013.
CIN: L01110MH2011PLC214567
Phone: 022 - 2498 7755
Email: secretarial@sunshineagro.com
Website: www.sunshineagro.com

Ref. No.: SAPL/TRF-APP/2026-27/62

Date: 15th December 2026

To,
Mr. Rohit A. Joshi,
24, Anand Bhuvan, Tilak Road,
Dombivli (East) - 421201.

Subject: Approval of Transfer of Shares and Dispatch of Endorsed Share Certificate.

Dear Sir,

With reference to the Instrument of Transfer (Form SH-4) lodged by you on 20th November 2026 along with Share Certificate No. 5840, I am pleased to inform you that the Board of Directors, at their meeting held on 10th December 2026, has approved the transfer of 100 Equity Shares in your favour.

In compliance with Section 56(4) of the Companies Act, 2013, your name has been duly entered in the Register of Members of the company as the lawful holder of the said shares. The particulars of the share transfer are set out in the schedule below:

New Folio No. Name of the Transferor No. of Shares Transferred Distinctive Numbers (From - To) Share Certificate No.
R-4120 Mr. Deepak M. Verma 100 4001 - 4100 5840

The original Share Certificate No. 5840, duly endorsed in your name under the signature of the authorized officers of the company, is enclosed herewith. Please acknowledge receipt of the certificate by signing and returning the acknowledgment counterfoil attached hereto.

Thanking you.

Yours faithfully,
For Sunshine Agro Products Limited

(Signature)
Mr. Sandeep G. Joshi
Company Secretary

Encl: Share Certificate No. 5840 (duly endorsed)


Examiner's Secret: 3 Critical Points for Scoring Full Marks
  • The 1-Month Statutory Rule: The lodgement date mentioned in the body (20th November 2026) and the date of the letter (15th December 2026) must be within one month to reflect legal compliance with Section 56(4).
  • Mandatory Enclosure Line: Always write Encl: Share Certificate No. ... (duly endorsed) at the bottom-left margin. Without this, you lose 1 full mark for sign-off completeness.
  • Schedule Table Details: The schedule must show the Transferor's name, Transferee's new Folio Number, Distinctive Numbers, and Certificate Number clearly.

Frequently Asked Questions (HSC Board Exam FAQs)

1. Within how many days must a company complete the transfer of shares?

Under Section 56(4)(c) of the Companies Act, 2013, every company must deliver the endorsed share certificate within one month from the date of receipt of the transfer deed by the company.

2. What is an 'Endorsement' on a Share Certificate?

An endorsement is an official notation made by the company on the reverse of an existing physical share certificate, recording the transfer date, the name of the new owner (transferee), and the signature of the authorized signatory.

3. Which statutory form is used for the transfer of physical shares?

Under Rule 11 of the Companies (Share Capital and Debentures) Rules, 2014, physical share transfers must be executed using statutory Form SH-4 (Securities Transfer Form), stamped and signed by both the transferor and transferee.