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Classification: General
15
19.
Transfers of uncertificated shares
(1)
The Company shall register the transfer of any shares held in uncertificated form by means
of a relevant system in accordance with the Statutes and the rules of the relevant system.
(2)
The board may, in its absolute discretion, refuse to register any transfer of an
uncertificated share where permitted by these articles and the Statutes.
20.
Transfers of certificated shares
(1)
An instrument of transfer of a certificated share may be in any usual form or in any other
form which the board may approve and shall be signed by or on behalf of the transferor
and (except in the case of a fully paid share) by or on behalf of the transferee.
(2)
The board may, in its absolute discretion, refuse to register any instrument of transfer of a
certificated share:
(a)
which is not fully paid up but, in the case of a class of shares which has been
admitted to trading on an investment or stock exchange, not so as to prevent
dealings in those shares from taking place on an open and proper basis;
(b)
on which the Company has a lien; or
(c)
to which articles
26(9)or
27(2)apply.
(3)
The board may also refuse to register any instrument of transfer of a certificated share
unless it is:
(a)
left at the Office, or at such other place as the board may decide, for registration;
(b)
accompanied by the certificate for the shares to be transferred and such other
evidence (if any) as the board may reasonably require to prove the title of the
intending transferor or his right to transfer the shares; and
(c)
in respect of only one class of shares.
(4)
All instruments of transfer which are registered may be retained by the Company, but any
instrument of transfer which the board refuses to register shall (except in any case where
fraud or any other crime involving dishonesty is suspected in relation to such transfer) be
returned to the person presenting it.
21.
Other provisions relating to transfers
(1)
No fee shall be charged for registration of a transfer or other document or instruction
relating to or affecting the title to any share.
(2)
The transferor shall be deemed to remain the holder of the share until the name of the
transferee is entered in the register in respect of the share.
(3)
Subject to the Statutes, the board may refuse to register any transfer unless it is in
respect of only one class of shares.
(4)
Nothing in these articles shall preclude the board from recognising a renunciation of the
allotment of any share by the allottee in favour of some other person.
(5)
Subject to the Statutes, the registration of the transfer of any shares or of any class of
shares may be suspended at such times and for such periods (not exceeding 30 days in
any year) as the board may decide, except that the registration of the transfer of any
shares or class of shares which are for the time being uncertificated shares may only be
suspended as permitted by the Statutes.