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Chapter IHTM14885

Document Cited authorities 4 Cited in Related
Vincent
Published date20 March 2016
Record NumberIHTM14885
CourtHM Revenue & Customs

Negotiable instruments, such as bearer securities, are transferable by delivery. Note that, under Section 84 of the Small Business, Enterprise and Employment Act 2015, no new bearer securities could be created from 26 May 2015 and any existing bearer securities would have to be exchanged for registered securities, or cancelled, by 26 February 2016.

A gift of shares which are not bearer is not complete until the transfers have been executed and handed to the donee together with the share certificates (Re Rose [1952] Ch 499). If the donor is in a position to prevent registration in the company’s books the gift is not complete until registration has been effected. Normally it may be assumed that the date of delivery of transfer documents and share certificates is the effective date for transferring the beneficial ownership of shares, but even this has been thrown into doubt following the Court of Appeal’s decision in Pennington v Waine [2002] EWCA Civ 227. All cases of doubt should be referred to Technical.

In Scotland a gift of shares is not normally complete until registration in the books of the...

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