How would an unregistered company transfer shares?

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Published on LexisPSL on 13/02/2020

The following Corporate Q&A provides comprehensive and up to date legal information covering:

  • How would an unregistered company transfer shares?

An unregistered company is a rare form of incorporated company that is not formed or registered under the Companies Act 2006 (CA 2006) or under any other public general Act of Parliament. An unregistered company will have its own legal personality and will usually have a structure similar to that of a registered company in that it will have directors, a constitution, members and often (although not always) a share capital.

The Stock Transfer Act 1963 (STA 1963) applies to the fully paid up registered securities ‘issued by any body incorporated in Great Britain by or under any enactment or by Royal Charter...’. This definition encompasses unregistered companies, which are often incorporated either under Royal Charter or by private Act of Parliament. For details on the definition of unregistered companies, see Practice Note: Unregistered companies.

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