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of <h1>Section 238: Rules for Share Transfer Offers, Circular Registration, Registrar Refusal and Penalties on Directors</h1> Section 238 regulates offers of schemes or contracts for transfer of shares under section 235. Any circular to members of the transferor company recommending acceptance must include prescribed information, a statement from or for the transferee company confirming arrangements to ensure necessary cash availability, and must be presented to the Registrar for registration before issue. The Registrar may refuse registration, with written reasons, if required information is missing or misleading, and must communicate refusal within thirty days. An appeal lies to the Tribunal against such refusal. A director issuing an unregistered circular is liable to a penalty of one lakh rupees.
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