12.7.2 (Share Certificate vs Share Warrant)

The distinction between the two is summarized below:

   1. A share certificate is issued in respect of partly or fully paid-up shares, while a share warrant can be issued only in respect of fully paid shares.

   2. The holder of a share certificate is a registered member of the company, while the share warrant holder is not a member of the company.

   3. The issue of a share certificate does not require the approval of the Central Government. A share warrant can be issued only if the articles authorise its issue and with the approval of the Central Government.

   4. Both public and private companies are required to issue share certificate, but share warrants can be issued only by public companies.

   5. The shares specified in a share certificate can be transferred by delivery and registration from the Board of Directors but in the case of a share warrant, the shares are transferred by a mere delivery of the share warrant.

   6. A share certificate is not a negotiable instrument, but a share warrant is.

   7. A share warrant does not constitute the share qualification of a director, but the share certificate does.

   8. The holder of the share certificate can present a petition for the winding up of the company, while the holder of a share warrant cannot do so.

   9. Stamp duty is payable on transfer of shares specified in a share certificate, but no stamp duty is payable on a transfer of a share warrant although heavy duty is payable at the time of issue of the share warrant.

  10 . A share warrant holder cannot requisition on extra-ordinary general meeting of a company.