Legal Question in Business Law in Georgia

looking for Form for Stock Transfer for S-Corp

my partner has lost his stock certificate of our company , he is willing to sell his share back to me. what is the form i need to use. my cpa refered to transfer of stock document from your site , but i could not find one , please direct me to appropriate form for my purpose. Company is in GA , i live in GA and she lives in CT.


Asked on 10/08/08, 4:42 pm

3 Answers from Attorneys

Charles W. Field Charles W. Field, Attorney at Law

Re: looking for Form for Stock Transfer for S-Corp

The form would have been on the back of the stock certificate. Since it is lost, you will either have to prepare your own or consult with a local attorney. If you would like to discuss, feel free to give me a call.

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Answered on 10/08/08, 5:43 pm
Glenn M. Lyon, Esq. MacGREGOR LYON, LLC, Business Attorneys

Re: looking for Form for Stock Transfer for S-Corp

Having possession of a stock certificate is pretty much irrelevant. In order to transfer the stock to you, you both should execute a stock transfer agreement (or something titled along those lines). There is no form, it is simply drafted as a contract as needed.

If you would like to discuss any issues further, please feel free to contact my office. My contact information is below. Thank you.

The foregoing is general information only, not specific legal advice. No attorney/client relation has been created or should be implied.

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Answered on 10/08/08, 4:48 pm
Robert Thompson J. Robert Thompson Attorney

Re: looking for Form for Stock Transfer for S-Corp

Since the stock certificate is lost, you will need an affidavit and indemnity agreement from your partner, stating that it is lost, and indemnifying you and the corporation against any claim based on possession of the lost certificate.

Once you have that instrument, the stock can be transferred one of two ways:

by a "stock power" filled in and signed (available from Office Depot or equivalent)

or

by issuing a replacement certificate, and having her execute the stock power which is printed on the back (this assumes you have a book of unissued certificates printed up with your corporate kit)

Feel free to call if you have any questions.

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Answered on 10/08/08, 5:05 pm


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