How to Transfer Shares in a UK Limited Company 2026: Stock Transfer Form and Stamp Duty

Shares change hands for many reasons: bringing in a co-founder or investor, buying out a departing shareholder, gifting shares to family, or reorganising ownership. Unlike issuing new shares, a transfer moves existing shares from one person to another — and the process is largely internal, with no fee to Companies House. This guide covers the paperwork, the stamp duty, and the records you must update.

Before you transfer: check the articles

First check the company's articles of association and any shareholders' agreement. Many companies include pre-emption rights — existing shareholders must be offered the shares first — or require board approval before a transfer completes. Ignoring these can make a transfer voidable.

Agree the price and the number of shares, and confirm who is transferring to whom. For a clear picture of share classes, review the company's current cap table.

Complete the stock transfer form

The transfer is documented on a stock transfer form (J30). It records the company name, the number and class of shares, the transferor (seller) and transferee (buyer), and the consideration (price). The transferor signs it. This form is not sent to Companies House — it stays in the company's records.

If shares are gifted or sold for £1,000 or less, complete the appropriate exemption certificate on the reverse and no stamp duty is due.

Pay stamp duty (if over £1,000)

If the consideration exceeds £1,000, stamp duty of 0.5% is payable, rounded up to the nearest £5. You pay HMRC and send them the stock transfer form (electronically) to be stamped within 30 days. HMRC returns a confirmation letter; keep it with the form.

Only once the form is stamped (or exempt) should the company register the new owner. Transfers between spouses or as genuine gifts for no money are exempt but may have capital gains tax implications for the person disposing of the shares.

Update the register and issue certificates

The directors approve the transfer (record it in board minutes), then the company updates its register of members to show the new shareholder, cancels the old share certificate, and issues a new one to the buyer. The register of members — not Companies House — is the legal record of who owns the shares.

Report to Companies House

You do not file a transfer form with Companies House. Instead, the change in shareholders is reported on your next annual confirmation statement. If the transfer changes who has significant control (crossing 25% or 50% thresholds), you must also update the PSC register within 14 days.

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