PGA Limited receive a deed of transfer of equity shares complete in all respect, before registering the transfer, it was noticed by the Company that the proposed transferee of the equity shares has deceased, please expla

As per section 56 of the Companies Act, 2013, a company shall register the transfer of shares when a proper instrument of transfer, in Form S.H. 4, duly stamped, dated and executed by or on behalf of the transferor and the transferee has been delivered to the company within a period of sixty days from the date of execution, along with the certificates. If the transferee dies before registration and the company has notice of his death, a transfer of shares cannot be registered in the name of the transferee who is already deceased. With the consent of the transferor and the legal representative of transferee, the transfer may be registered in the name of the legal heirs of the deceased transferee or his nominee, if any. In case of dispute, an order of the court will be insisted by the company before affecting the transfer and till that time the transfer will be kept in abeyance. Wherein, the death of the transferee is not notified to the company, the company can register the transfer in the name of the deceased transferee, in as much as the company is not aware of the death of the transferee and the transfer is done bona fide by the company, as per the information available with it. In Killick Nixon Ltd. v. Dhanraj Mills Ltd. (1983) 54 Com Cases 432 , it was held that the company is not bound to enquire into the capability of the transferee to enter into a contract. The company has to act on the basis of what is presented in the transfer deed.