Part 21Certification and transfer of securities

Chapter 2Evidencing and transfer of title to securities without written instrument

Powers exercisable

786Provision enabling or requiring arrangements to be adopted

1

Regulations under this Chapter may make provision—

a

enabling the members of a company or of any designated class of companies to adopt, by ordinary resolution, arrangements under which title to securities is required to be evidenced or transferred (or both) without a written instrument; or

b

requiring companies, or any designated class of companies, to adopt such arrangements.

2

The regulations may make such provision—

a

in respect of all securities issued by a company, or

b

in respect of all securities of a specified description.

3

The arrangements provided for by regulations making such provision as is mentioned in subsection (1)—

a

must not be such that a person who but for the arrangements would be entitled to have his name entered in the company’s register of members ceases to be so entitled, and

b

must be such that a person who but for the arrangements would be entitled to exercise any rights in respect of the securities continues to be able effectively to control the exercise of those rights.

4

The regulations may—

a

prohibit the issue of any certificate by the company in respect of the issue or transfer of securities,

b

require the provision by the company to holders of securities of statements (at specified intervals or on specified occasions) of the securities held in their name, and

c

make provision as to the matters of which any such certificate or statement is, or is not, evidence.

5

In this section—

a

references to a designated class of companies are to a class designated in the regulations or by order under section 787; and

b

“specified” means specified in the regulations.