Indemnity for lost share certificate

When do I use this document?

• if a shareholder has lost its original share certificate or it has been destroyed
• if applicable, in conjunction with a transfer of the shares covered by the lost or destroyed certificate

What are the key features?

• different forms of indemnity, depending on whether the shareholder is also transferring shares
• alternative forms of indemnity, depending on whether the shareholder is an individual or a company

What else do I need to know?

By law, shareholders are entitled to receive an original share certificate from the company for the shares they hold, whether these shares were acquired following an allotment or a transfer of shares.

If a shareholder loses their share certificate or it has been destroyed, they can request a replacement certificate from the company.  Typically, the company will require an indemnity for lost share certificate, under which the shareholder agrees to indemnify the company against any loss resulting from issuing the replacement certificate.

When transferring shares, the transferring shareholder should provide the company with the original share certificate for the shares being transferred.  If this has been lost or destroyed, the shareholder may instead provide a lost share certificate indemnity, under which the shareholder agrees to indemnify the company against any resulting from the approval and registration of the share transfer without the production of the original share certificate.