Company Law Review Act 1998 (61 of 1998)

Schedule 2   Consequential amendment of the Corporations Law

Part 3   Shares (new Chapter 2H) Transactions affecting share capital (new Chapter 2J)

236   After section 1091C

Insert:

1091D Registration of transfers (replaceable rule - see section 135)

(1) A person transferring shares remains the holder of the shares until the transfer is registered and the name of the person to whom they are being transferred is entered in the register of members in respect of the shares.

(2) The directors are not required to register a transfer of shares in the company unless:

(a) the transfer and any share certificate have been lodged at the company's registered office; and

(b) any fee payable on registration of the transfer has been paid; and

(c) the directors have been given any further information they reasonably require to establish the right of the person transferring the shares to make the transfer.

(3) The directors may refuse to register a transfer of shares in the company if:

(a) the shares are not fully-paid; or

(b) the company has a lien on the shares.

(4) The directors may suspend registration of transfers of shares in the company at the times and for the periods they determine. The periods of suspension must not exceed 30 days in any 1 calendar year.

1091E Additional general discretion for directors of proprietary companies to refuse to register transfers ( replaceable rule - see section 135)

The directors of a proprietary company may refuse to register a transfer of shares in the company for any reason.