Companies Act 2014 section 95

Restrictions on transfer

Section 95 sets out the restrictions that apply to the transfer of shares in a company, including the directors' power to refuse registration of transfers and the conditions under which that power may be exercised.

• Directors have absolute discretion to decline to register a share transfer without giving any reason, unless the company's constitution provides otherwise
• The power to refuse registration lapses two months after the transfer instrument is delivered to the company, except where specific procedural requirements have not been met
• Directors may refuse to register a transfer if it is not accompanied by the required fee (up to €10), the relevant share certificate and supporting evidence, or if it covers more than one class of share
• Registration of share transfers may be suspended by the directors for periods totalling no more than 30 days in any year