How to Sell Shares of a Deceased Person in Nigeria

Shares cannot be sold from the account of a person who has died. A stockbroker acts on the instruction of the account holder, and after death nobody has authority to give that instruction until a court issues a grant of probate or letters of administration. The order is fixed: obtain the grant, have the registrar record it, move the shares into the name and CSCS account of the administrator or beneficiary, and then sell through a broker.

Why a Sale Cannot Happen Straight Away

The shares are registered in the deceased person's name, both in the CSCS and on each company's register. A family member who knows the login to a trading app has access, but not authority. Placing a sale order on a dead person's account exposes whoever does it to a claim from other beneficiaries and to the broker reversing or freezing the transaction once it learns of the death. Brokers and registrars restrict an account when they are notified, and lift the restriction only on sight of the court grant.

Step 1: Establish What Was Held

The court application requires a list of the estate's assets, so the holdings have to be identified first. Look for contract notes, CSCS statements, dividend advices, share certificates and emails from brokers. Bank statements showing dividend credits name the companies involved. Where the paperwork is thin, a search across brokers and registrars in the deceased person's name can establish where records exist. Registrars and brokers will generally confirm the existence of a holding to the family, and release full details to the personal representatives once appointed.

Step 2: Obtain Probate or Letters of Administration

If there is a will, the executors named in it apply to the Probate Registry of the High Court for a grant of probate. If there is no will, the people entitled to administer the estate apply for letters of administration. Either document names the personal representatives: the only people the company, the registrar and the broker will recognise as able to deal with the shares. The registry's requirements, fees and timing are matters for your solicitor and the registry concerned.

Step 3: Lodge the Grant With Each Registrar

Each company's registrar has to record the grant against the deceased person's holding. Registrars call this the transmission process. Registrars typically ask for:

• A certified true copy of the grant of probate or letters of administration, which the registrar may verify with the issuing registry.
• The death certificate.
• Valid identification, passport photographs and contact details for each executor or administrator.
• The registrar's own transmission or estate form, signed by all the personal representatives.
• Original share certificates, where the holding was certificated, or an indemnity if they cannot be found.
• The deceased person's CHN and CSCS account details, where the holding is electronic.
• Bank account details for the estate or the personal representatives, for dividends.
• CSCS account details of the person who is to receive the shares.

Each registrar publishes its own checklist and may charge an administrative fee, so ask for the current list before sending anything. If the deceased held shares in companies served by different registrars, the exercise is repeated with each one.

Step 4: Move the Shares Into a CSCS Account That Can Trade

A sale needs the shares to be in a CSCS account operated by a broker for a living holder. There are two common paths. The personal representatives can open an account in their capacity as executors or administrators of the estate, receive the shares there and sell from it, distributing cash. Or the shares can be transmitted directly to a beneficiary's own CSCS account, and the beneficiary decides later what to do with them. The will, the agreement of the beneficiaries and your solicitor's advice determine which applies.

Whoever is to receive the shares needs a CHN and a broker account before the registrar or the CSCS can complete the move. Holdings that were on paper certificates are dematerialised into that account as part of the same exercise.

Step 5: Instruct the Broker

Once the shares appear on the CSCS statement of the receiving account, they can be sold like any other holding. The account holder gives the broker a sale instruction during NGX trading hours, 9:00 to 16:00 WAT. The trade settles on T+1, the broker issues a contract note showing the price, commission and statutory charges, and the proceeds are paid to the bank account on the broker's record. Whether and when to sell is a decision for the personal representatives and beneficiaries, with their own advisers.

Step 6: Claim Dividends and Keep Records

Dividends that were declared but never received remain with the registrar as unclaimed dividends. The personal representatives can claim them using the same grant, usually on a separate claim form, and the payment is made net of 10% withholding tax. Ask every registrar for a schedule of unpaid dividends when lodging the grant.

Keep the contract notes, the grant and the registrar's confirmations together. Executors account to the beneficiaries for what was received, and the tax treatment of a disposal depends on figures only these records show. Under the Nigeria Tax Act 2025, gains on share disposals are exempt only within set limits on proceeds and gains, or where proceeds are reinvested, so a tax adviser should look at any sizeable estate sale.

How Long It Takes

Timelines vary widely. The court grant is normally the longest stage and depends on the registry, the completeness of the application and whether anyone contests it. Registrar processing depends on verification of the grant and on how many registrars are involved. The sale itself is the shortest part. Nobody can responsibly promise a date at the outset.

Frequently Asked Questions

Can the next of kin named on the broker form sell the shares?

Being named as next of kin on an account-opening form does not give authority over the shares. It tells the broker whom to contact. Authority comes from the grant of probate or letters of administration, and the people named in that grant are the ones who can act.

Do we need probate if the holding is small?

Registrars generally require a grant whatever the size of the holding. Some have their own procedures for very small holdings, which may involve indemnities and sworn declarations, but this is at the registrar's discretion. Ask the registrar concerned what it will accept, and check with your solicitor.

Can the registrar sell the shares and send us the money?

A registrar keeps the register and pays dividends; it does not execute trades. Sales on the NGX are made by stockbrokers, from a CSCS account. The registrar's part ends when the shares are recorded in the name of the person entitled to them.

What if the share certificates cannot be found?

The registrar's register, not the paper, is the record of ownership. Registrars have a procedure for lost certificates, typically involving an indemnity and a sworn declaration, which can run alongside the transmission.

The shares are with a nominee platform. Does the process differ?

The court grant is still needed, but it is presented to the platform, because the platform or its nominee is the registered holder. The platform's terms set out how it deals with a customer's death. Where shares were registered in the deceased person's own name in the CSCS, the registrar route described above applies.

Several of us are beneficiaries. Do we all have to sell?

Not necessarily. The personal representatives can transmit each beneficiary's portion to that person's own CSCS account where the units divide cleanly, and each then makes an individual decision. Where they do not divide, or the will directs a sale, the representatives sell and distribute the cash.