CHAPTER VIII

TRANSFER AND TRANSMISSION OF SHARES

Register of
Members.

THE duties of a secretary in the matters of the transfer and
transmission of shares are amongst the most difficult and
responsible within his province. There is very little statute
law on the subject, but a great deal of case law, and a great
deal of somewhat complicated practice. It is proposed to
deal first with transfers and then with transmission, with
special reference to companies under the Companies Act.

Inasmuch, however, as a company’s register of members
plays an important part in connection with both transfer
and transmission, it may be as well to clear the ground by
a few words as to the register and the proper method of
keeping it. The register of members is one of the books
which a company under the Companies Act is required to
keep, provision for that purpose being made by s. 95 of the
Companies Act 1929.

The register of members, which may be kept in one or
more books, must contain:—

(a) The names, addresses, and occupations (if any) -of

the members;

(b) A statement of the shares held by each member,

distinguishing each share by its number;

(¢) A statement of the amount paid or agreed to be con-

sidered as paid on the shares of each member;

(d) The date at which each person was entered on the

register as a member;

(e) The date at which any person ceased to be a member.

Where the company has converted any of its shares into
stock and given notice thereof to the Registrar, the register
must show the amount of stock held by each member instead
of particulars (b) and (c) supra.

In practice the register, to be of real value, must necessarily
shew a good deal more than the matters stated above. The
transfer of part of a holding must be provided for and the
resulting balance shewn, and there should be references,

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