Certificates.

Notice in
lieu of
Distringas.

Ro

SECRETARIAL PRACTICE
from the transferor. This should, in general be accom-
panied by a statutory declaration verifying the loss, and a
guarantee by a bank or firm of standing, unless the number of
shares proposed to be transferred is small. A suitable form
of declaration and indemnity will be found in Appendix F
(Form 32). Should a transfer receipt or Balance Receipt
be lost, an indemnity similarly guaranteed should be asked for.

Great care should be exercised in the preparation of the
certificates to see that the number of shares or amount of
stock (and in the case of the former, the distinctive numbers)
are correctly stated. The address of the holder should be
inserted, but not the description, with the exception of
courtesy designations, e.g. ‘Reverend,’ ‘Mrs.,” ‘Miss,’ &c.
In joint accounts it is usual to give the address of the first-
named holder only, unless otherwise provided for in the
articles of association; but there is generally a clause in the
articles to the effect that in the case of joint accounts all
notices will be addressed to the first-named holder, so that
the addresses of the second, third, or other holders in joint
accounts are, excepting for purposes of identification, not
required to be set out in the Index to Share Register, although
it is essential that they should always be fully detailed in
the register itself in order to comply with s. 95 of the Act.

By s. 67 of the Act, companies are required to complete and
have ready for delivery the certificates of all shares, the
debentures, and the certificates of all debenture stock trans-
ferred, within two months after the transfers are lodged for
registration, unless the conditions of issue otherwise provide.
Under the Act of 1908, the period of two months ran from
the date of actual registration, not from the date of lodgment
for registration. A failure to comply with this provision
exposes the officers of the company to pecuniary penalties
and the Court may limit a time for making good the default
s. 67 (2) (3)].

The registration of transfers may be prevented by any
person interested giving to the company a notice, in the pre-
scribed form, requiring it to refrain from registering them,
accompanied by an affidavit describing the nature of his
interest. Payment of dividends may be restrained likewise
by the same procedure. This procedure is in accordance
with the Rules of the Supreme Court (see Order 46, R. 4), and
its effect is to prevent the company from registering a transfer
without giving the person claiming to be interested an oppor-
tunity of applying to the Court to restrain the transfer. Upon
the transfer being presented for registration, the company
must notify the person who has given the notice, and unless