Companies Act 2014 section 96

Transmission of shares

Section 96 deals with what happens to a member's shares when that member dies or becomes bankrupt, including who is recognised as entitled to those shares and the procedures for registering a new holder.

  • On death, the surviving joint holder(s) or the deceased's personal representatives are the only persons the company recognises as entitled to the shares, though a deceased joint holder's estate remains liable for obligations attached to those shares.
  • A person who becomes entitled to shares through death or bankruptcy may elect either to be registered as the shareholder themselves or to nominate another person to be registered as transferee, but the directors retain the same power to decline or suspend registration as they would have had for a normal transfer.
  • The entitled person may receive dividends and other benefits attached to the shares, but cannot exercise membership rights such as voting at meetings until actually registered as a member; if the person fails to make their election within 90 days of being asked to do so by the directors, payment of dividends and other monies may be withheld.
  • The company may charge a fee of up to €10 for registering probate, letters of administration, death certificates, powers of attorney and similar documents, and must accept legally sufficient evidence of a grant of probate or administration regardless of anything in its constitution.

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