Companies Act 2014 section 1086

Power to make regulations for the transfer of securities

Section 1086 empowers the Minister to make regulations allowing or requiring ownership of securities issued by public limited companies to be evidenced and transferred electronically, without the need for paper-based instruments.

• The Minister may make regulations enabling or requiring title to securities to be proved and transferred without a written instrument, potentially making electronic transfer the sole permitted method for certain securities
• The regulations may apply to securities of public limited companies traded on regulated markets, non-regulated markets, or securities of a specified class of public limited company
• The regulations must include safeguards to protect investors and ensure that competition is not restricted, distorted or prevented, and must preserve existing rights and obligations as far as practicable
• The regulations may override a company's articles of association where they conflict, remove the obligation to surrender existing share certificates, and replace the usual requirement for companies to issue paper certificates

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