Share Certificates and Dividend Cheques in a Dead Name

When someone dies and you find paper share certificates, or a dividend cheque that was never cashed, among their papers, both are still worth dealing with. A certificate is evidence of a real holding on a company's share register, and a dividend cheque represents money the estate is owed. Neither is a keepsake to be filed away and forgotten. Both are assets of the estate, and both are handled through the company's registrar rather than through the company itself or a high street bank.

The registrar is the firm that maintains the shareholder register on a company's behalf. In the UK, most listed companies use one of a small number of them, and the registrar's name is usually printed on the certificate. That is who you write to when you are working out what to do with share certificates after someone dies, whether you intend to sell the holding, transfer it to a beneficiary, or simply value it for the estate.

What you cannot do is pay a dividend cheque made out to the person who died into your own account, or sell shares by handing the certificate to a broker as though it were cash. There is a process. It is not difficult, and for a small holding it often needs no grant of probate at all.

The short answer: everything goes through the registrar

A share certificate does not itself hold value the way a banknote does. It is proof that a name appears on a company's register of members for a certain number of shares. The register is the thing that matters, and the register is kept by a registrar. The largest registrars operating in the UK are Computershare, Equiniti and MUFG Corporate Markets (formerly Link Group), and one of those names, or a smaller firm, will be printed somewhere on the certificate or on any recent dividend statement.

So the first practical step is to find the registrar, not to ring the company's head office. Write to the registrar, tell them the shareholder has died, and ask them to send their bereavement or "transfer following death" pack. They will register the death against the holding, freeze any changes until they hear from you, and set out exactly which forms they need. From that point the holding is handled in an orderly way rather than by guesswork.

If you have found certificates but have not yet got to grips with whether a grant is needed before you can act on them, we cover that specific situation in our guide to share certificates found in a drawer with no grant of probate yet. This article assumes you have made contact and want to know what actually happens to the holding.

Certificated shares, and the shares you cannot see

Paper certificates are only part of the picture. Since the move to electronic settlement, a great many people hold shares without any certificate at all, either in a nominee account through an online broker or in a CREST account. Those holdings will not show up as certificates in a drawer; they appear on broker statements, ISA or dealing-account paperwork, and emails.

This matters for two reasons. First, a certificated holding and a nominee holding are dealt with by different people: the registrar for the certificate, the broker or platform for the nominee account. Second, it is easy to miss the electronic holdings altogether if you only look for certificates. Go through twelve months of post and email for dividend statements, contract notes and platform valuations, because a missed shareholding is money the estate never recovers.

Where a holding has genuinely gone missing, or you suspect there are shares you cannot trace, a tracing search can help, and we weigh up whether the paid version is worth it in whether a paid unclaimed assets search is worth the fee.

Do you need probate to sell or transfer the shares?

Not always, and this is the part that saves families the most time. Registrars set their own small-estates limit, a value below which they will sell or transfer a certificated holding without seeing a grant of probate. Instead of the grant, they accept a small-estates or "letters of indemnity" form, signed by the personal representative, alongside the death certificate.

The limit is not set by law and it is not the same at every registrar, so there is no single figure to quote. You have to ask the registrar holding the shares what its own threshold is, and whether the value of this particular holding falls under it. Above the limit, the registrar will ask for the grant of probate, or for confirmation where the death was in Scotland, before it will move the shares.

An indemnity exists to protect the registrar if it later turns out someone else had a better claim. By signing it, the personal representative promises to make good any loss. That is a real obligation, so only sign once you are satisfied you are entitled to act and that the holding belongs to the estate.

Selling the holding, or transferring it to a beneficiary

Once the paperwork is accepted, you have two routes, and the right one depends on what the will says and what the beneficiaries want.

The first is to sell. Most registrars run a simple share-dealing service that lets a personal representative sell a certificated holding without opening a broker account, and the proceeds are paid to the estate. This is usually the cleanest option for a small holding, or where the beneficiaries would rather have cash than a shareholding they never asked for.

The second is to transfer the shares into a beneficiary's own name, so they receive the actual holding rather than the cash. This is done with a stock transfer form and, again, the death paperwork. It suits a beneficiary who wants to keep the shares, and it can matter for tax planning, though the tax treatment on a later sale is a question for the beneficiary's own circumstances rather than something to decide in a hurry.

Whichever route you take, keep a clear record of the value received or transferred. It belongs in the estate accounts, and if there are disputes about what an executor did, the shareholding is exactly the kind of asset beneficiaries later ask questions about. The same discipline applies to any overdrawn or messy accounts in the estate, which we look at in who repays a sole account left overdrawn at death.

Dividend cheques in a dead name, and the ones nobody cashed

A dividend cheque is a payment the company has already declared. If it is made out to the person who died, it cannot simply be paid into an estate account, and cheques generally go out of date around six months after the date printed on them. So an old dividend cheque in a drawer needs handling, not tearing up.

Write to the registrar and ask them to reissue the dividends to the estate. They can normally do this, and they can also tell you about dividends that were declared but never claimed, sometimes going back several years, which are still owed. Unclaimed dividends are more common than people expect, particularly where someone moved house and the registrar lost touch with them.

While you are dealing with the registrar, ask to have the dividend mandate changed or stopped so that future payments come to the estate rather than into a bank account that is about to be closed. Dividend vouchers and tax statements arriving in the post are also one of the ways families first discover a shareholding they knew nothing about, which is one reason it pays to keep, rather than bin, the letters that arrive. If you are trying to stop the marketing post arriving in a dead person's name, be careful to separate the genuine financial letters out first.

Valuing the shares at the date of death

For the estate valuation you need the value of the shares as at the date of death, not today's price and not the price when the person bought them. This figure is used to work out the size of the estate and whether any inheritance tax is due, and it is needed even where no tax will be payable.

For quoted shares, the registrar or a stockbroker can provide a date-of-death valuation, and the official guidance on how to value the different parts of an estate is set out by the government at GOV.UK on valuing the estate of someone who has died. For shares in an unquoted or family company the valuation is more involved and usually needs an accountant, because there is no daily market price to read off.

Getting the valuation right at the outset saves trouble later. If the estate is close to a tax threshold, an accurate share value can be the difference between a straightforward account and a more complex one, so it is worth doing carefully rather than estimating.

A lost certificate, or a company that has changed its name

Two things throw people off. The first is a certificate for a company whose name they do not recognise. Companies merge, rename and get taken over constantly, and a certificate in an old name can still represent a live holding in the successor company. The registrar can trace what the holding became, so do not assume an unfamiliar name means the shares are worthless.

The second is a holding you can prove existed but for which the certificate is lost. This does not lose the shares. The registrar can replace a lost certificate, though for a holding of any size they will usually require a letter of indemnity, and sometimes a fee or a bond, to protect against the original turning up in someone else's hands. It is an administrative step rather than a dead end.

Throughout all of this, keep an eye on security. A shareholding, like any asset, is a target for fraud once someone has died, which is part of why it is worth telling the credit reference agencies promptly, as we explain in notifying the credit reference agencies that someone has died.

It is worth remembering, too, that shares are one of the assets that cannot be turned into cash quickly. The holding has to be identified, valued, and either sold or transferred, and none of that happens the week after a death, while the funeral still has to be paid for and bills keep arriving. Where a life insurance policy exists, the cash it pays can settle those immediate costs while illiquid assets like shares are still being dealt with, which is a large part of why people arrange cover before it is needed. If you want to understand what that would look like for your own circumstances, you can get life insurance quotes through an FCA-authorised broker, and work through the rest of the estate admin in our guide to bereavement admin, assets and contracts.

Scotland and Northern Ireland

The way you deal with a registrar is the same across the UK, but the grant you may need above the small-estates limit is not. In Scotland, the equivalent of a grant of probate is confirmation, issued by the sheriff court, and it is confirmation that a registrar will ask to see before releasing a larger holding. In Northern Ireland, a grant is issued through the Probate Office there rather than through the service that covers England and Wales.

None of this changes what happens to the shares themselves, only which document proves your authority to deal with them. If you are unsure whether a grant is needed at all for this estate, free and impartial guidance is available from MoneyHelper, which is government-backed and does not sell anything.

Frequently asked questions

Do you need probate to sell shares held in certificates?

Not always. Share registrars set their own small-estates limits and will sell or transfer a holding below that value on a form and an indemnity, together with the death certificate. Above the limit they will ask for the grant of probate, or confirmation where the death was in Scotland. The threshold is not fixed in law and differs between registrars, so ask the one holding the shares what its own limit is.

What do I do with old dividend cheques?

Cheques normally go out of date around six months after issue, and one made out to a person who has died cannot be paid in anyway. Ask the registrar to reissue the amounts to the estate rather than trying to bank the cheque. The registrar can usually also list unclaimed dividends going back several years, which are still owed and can be reissued at the same time.

How do I find out what the shares are worth?

Check the company name on the certificate, then contact the registrar named on it for a current holding statement and a valuation. Companies merge and change names, so a certificate in an old name may still be valid. For the estate you need the value at the date of death, which the registrar or a stockbroker can provide for quoted shares; an unquoted or family company usually needs an accountant to value.