Signing Share Certificates on Capdesk

Once you have generated share certificates, you can get them signed and this article explains how to do so

To generate share certificates, you can find more information here.

This article will cover:

1. How to sign share certificates

2. What happens to the signed share certificate when the shareholders' holdings change

1. How to sign share certificates

n.b. You can find a step by step interactive product demo tour here.

We use DocuSign for the electronic signatures so before signing the certificates, it is important to add a DocuSign account. Further down this article, we will see how DocuSign allows us to sign the certificates on Capdesk.

To add the account, please click Settings and Add-Ons -> Signing Settings -> Use your own account -> enter the DocuSign details.

By default, you will be using Capdesk's DocuSign account. If you decide to use our account, the first 10 documents come at no cost. However, Capdesk is then charged £2.50 per document thereafter and we will pass on that fee to yourself.

Additionally, we have to decide who will be signing the certificates (the issuer/signatory). To do this, click the User Access page (under Settings). The signatory has to be an administrator of the account. If they are a current administrator, they will appear in the list below. 

If they are not a current administrator, click 'Add Administrator'. You will then need to enter their details.

Once created, they will now appear in the list. To provide signing access to the administrator, click on their corresponding action button (3 dots) -> Edit Access.

Scroll down to 'Document and Transaction Approvals' section. As long as the administrator has full access, they can be granted signing access. You will change from "None" to "Write". In addition to giving signing access, you can also make them the default person to do any signing on behalf of the company. Any signing tasks will be assigned to them. Then click "Save".

Once you have generated the share certificates, added the DocuSign account and assigned the signatory, you are ready to get the share certificates signed.

Go to the share certificates page by clicking on Shares page (under Ownership) -> Certificates. For the generated certificate that you would like to sign, click the corresponding action button -> Send for Signing.

You can now see that the share certificate is awaiting signature and it is assigned to the default signatory for the company. If you want to change the signatory, click on the action button (3 dots on the far right) -> Configure Signatories.

You can review and sign the share certificate (by clicking on action button and select Review and Sign).

This will lead you to a page to add / select a witness (if applicable). Your witness will be invited via email to log into the platform and sign the certificate.

Once you have selected / added witness details, you will see the below: this is a reminder that you and your witness need to be signed in on Capdesk.

If it is not possible for both you and your witness to log in and sign at that moment, you can sign the agreement at a later time by navigating back to 'Tasks' which you can do so by clicking on "Exit" in the top left side.

If you would like to change your witness, similarly, go to "Review and Sign" option again, then "Add New Witness".

Once your witness has logged in and clicked on their Witness and Sign task you will be redirected to the certificate page to sign it.

Click 'Continue' to check the information on the certificate. 

Once you have clicked on "Continue", you'll then be able to sign the share certificate. To sign, click on the yellow box with the red arrow on it.

This will make a pop-up window appear, where you will be given the choice between two virtual signatures. Click on the signature you prefer, draw your signature or upload, and then click 'Adopt and Sign' on the bottom left.

Your electronic signature will be visible in the share certificate and click the 'Finish' button at the top of your screen to finalise the process.

Please note that the share certificate is not officially issued yet. The next step in the process is for your witness to sign the share certificate too.

Once the witness has signed it, the shareholder will now be able to see their share certificate.

The Task page will be updated to Completed and you can also see in the Certificates page that the status has updated to "Signed".

You can also click on View and you can see the signed share certificate attached:

2. What happens to the signed share certificate when the shareholders' holdings change

If at another point in time, the shareholder transfers some of their shares or they are issued more shares of the same share class, the existing share certificate will need to be cancelled and a new one will need to be issued. For example, the shareholder has been issued 80 shares and the corresponding certificate has been signed.

The shareholder has now been issued a further 100 shares. We can see that we now have a share certificate of 180 (calculated by adding the new 100 shares issuance by the previous 80 holdings) in a registered status. This sits alongside the previously signed certificate.

Once the new generated certificate showing the consolidated shares will be signed, the previous signed certificate will automatically be cancelled and removed from the list on the Certificates page.

You will be able however to check the cancelled certificates by clicking on the Include Cancelled tickbox.