SCHEDULE 4 SHARE TRANSFERS
Transfer of registered shares
8
1
Where, in respect of any transfer of shares, the company certifies that it has received the transfer documents referred to in paragraph 5(3)(b) or (c) (as the case may be), that certification is to be taken as a representation by the company to any person acting on the faith of the certification that there has been produced to the company such evidence as on its face shows a prima facie title to the shares in the transferor named in the instrument of transfer.
2
For the purposes of sub-paragraph (1), a certification is made by a company if the instrument of transfer—
a
bears the words “certificate lodged" (or words to the like effect); and
b
is signed by a person acting under authority (whether express or implied) given by the company to issue and sign such certifications.
3
A certification under sub-paragraph (1) is not to be taken as a representation that the transferor has any title to the shares in question.
4
Where a person acts on the faith of a false certification by a company which is made negligently or fraudulently, the company is liable to pay to that person any damages sustained by him.