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Article D: Transfer of Securities
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293. Every security shall be presumed to be transferable, in accordance
with the provisions of this Law.
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Transferability |
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294. A company may lay down provisions in its
articles of association limiting the transferability of shares, under conditions
prescribed in the articles of association.
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Limitation on transferability
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295. A part of
a share may not be transferred, but a single share may have several
joint owners, each of which may transfer his or her rights, unless such
right is restricted in the articles of association. |
Joint owners |
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296. (a) A bearer security is a security the full consideration for
which has been paid to the company, and in respect of which a warrant to
that effect that has been issued.
(b) Holding a warrant
shall be prima facie evidence of ownership thereof.
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Bearer securities |
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297. A bearer
security is a negotiable instrument, the transfer of which is effected
by delivery of the warrant to the transferee.
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Negotiability |
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298. The provisions of section 34 of the Sale Law,
shall apply to a person purchasing a security in the course of trade on a stock
exchange, and such person shall be considered to be a purchaser from one who
deals in the sale of assets of that kind and the sale shall be considered to
have taken place in the ordinary course of business of such person. |
Purchase on stock exchange
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299. A company shall alter the registration of
ownership of shares in the register of shareholders as provided in section
130(a)(1), in each of the following circumstances:
(1) a deed of transfer of
the share was delivered to the company signed by the transferor and the
transferee, and any requirements of the articles of association have been
complied with;
(2) a court order
requiring the amendment of the register was delivered to the company;
(3) it has been proven to
the company that the legal conditions for assigning the right have been
fulfilled;
(4) any other condition,
sufficient, under the terms of the articles of association in its articles of
association for registration of an alteration in the register of shareholders
has been fulfilled.
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Alteration in registration
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300. (a) A
private company may provide in its articles of association that a person
entitled to by law to shares in the company, including an executor of a
will, administrator of an estate, liquidator or trustee in bankruptcy,
shall be required to offer for sale the shares to which such person is
entitled to the company or the other shareholders, in consideration for
their fair value, as agreed between the parties, and in the absence of
such agreement, as a court may determine on the application of the
company, or on the application of the other shareholders, all the above
being subject to the provisions of the articles of association and to
the provisions of this Law.
(b) Where the fair value
of the shares has not been agreed upon and where no application has been
submitted to the court, the shares shall be registered in the name of the person
entitled to them, at the end of ninety days following the date of offer made by
the person entitled to the shares.
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Forced sale |
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Chapter 2: Preservation and Distribution of
Company Capital >>
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