Stock Transfer Act 1963 (c. 18)

(1) Registered securities to which this section applies may be transferred by means of an instrument under hand in the form set out in Schedule 1 to this Act (in this Act referred to as a stock transfer), executed by the transferor only and specifying (in addition to the particulars of the consideration, of the description and number or amount of the securities, and of the person by whom the transfer is made) the full name and address of the transferee. (2) The execution of a stock transfer need not be attested; and where such a transfer has been executed for the purpose of a stock exchange transaction, the particulars of the consideration and of the transferee may either be inserted in that transfer or, as the case may require, supplied by means of separate instruments in the form set out in Schedule 2 to this Act (in this Act referred to as brokers transfers), identifying the stock transfer and specifying the securities to which each such instrument relates and the consideration paid for those securities. (3) Nothing in this section shall be construed as affecting the validity of any instrument which would be effective to transfer securities apart from this section; and any instrument purporting to be made in any form which was common or usual before the commencement of this Act, or in any other form authorised or required for that purpose apart from this section, shall be sufficient, whether or not it is completed in accordance with the form, if it complies with the requirements as to execution and contents which apply to a stock transfer. (4) This section applies to fully paid up registered securities of any description, being— (a) securities issued by any company [ F1 as defined in section 1(1) of the Companies Act 2006 ] except a company limited by guarantee or an unlimited company; (b) securities issued by any body (other than a company [ F2 as so defined ] ) incorporated in Great Britain by or under any enactment or by Royal Charter except a building society within the meaning of the M1 Building Societies Act [ F3 1986 ] or [ F4 a registered society within the meaning of the Co-operative and Community Benefit Societies Act 2014 ] ; (c) securities issued by the Government of the United Kingdom, except stock or bonds in the [ F5 the National Savings Stock Register ] F6 ..., and except national savings certificates; (d) securities issued by any local authority; [ F7 (e) units of an authorised unit trust scheme [ F8 , an authorised contractual scheme ] or a recognised scheme within the meaning of [ F9 Part 17 of the Financial Services and Markets Act 2000; ] ] [ F10 (f) shares issued by an open-ended investment company within the meaning of the Open-Ended Investment Companies Regulations 2001; ] [ F11 (g) shares issued by a protected cell company within the meaning of Part 4 of the Risk Transformation Regulations 2017. ] Textual Amendments F1 Words in s. 1(4)(a) substituted (1.10.2009) by The Companies Act 2006 (Consequential Amendments, Transitional Provisions and Savings) Order 2009 (S.I. 2009/1941) , art. 1(2) , Sch. 1 para. 10(2) (with art. 10 ) F2 Words in s. 1(4)(b) substituted (1.10.2009) by The Companies Act 2006 (Consequential Amendments, Transitional Provisions and Savings) Order 2009 (S.I. 2009/1941) , art. 1(2) , Sch. 1 para. 10(3) (with art. 10 ) F3 Word substituted by Building Societies Act 1986 (c. 53, SIF 16) , ss. 54(3) ( a )(5), 120, Sch. 18 Pt. I para. 5 F4 Words in s. 1(4) substituted (1.8.2014) by Co-operative and Community Benefit Societies Act 2014 (c. 14) , s. 154 , Sch. 4 para. 21 (with Sch. 5 ) F5 Words substituted by Post Office Act 1969 (c. 48) , s. 108(1)(f) F6 Words repealed by Finance Act 1964 (c. 49) , Sch. 9 F7 S. 1(4)(e) substituted by Financial Services Act 1986 (c. 60, SIF 69) , s. 212(2) , Sch. 16 para. 4 ( a ) F8 Words in s. 1(4)(e) inserted (6.6.2013) by The Collective Investment in Transferable Securities (Contractual Scheme) Regulations 2013 (S.I. 2013/1388) , regs. 1 , 4 (with reg. 24 ) F9 Words in s. 1(4)(e) substituted (1.12.2001) by S.I. 2001/3649 , arts. 1 , 270 F10 S. 1(4)(f) substituted (1.12.2001) by S.I. 2001/1228 , regs. 1(2) , 84 , Sch. 7 para. 2 ; S.I. 2001/3538 , art. 2 F11 S. 1(4)(g) inserted (8.12.2017) by The Risk Transformation Regulations 2017 (S.I. 2017/1212) , reg. 1(2) , Sch. 4 para. 1 (with reg. 189 ) Modifications etc. (not altering text) C3 S. 1 amended by S.I. 1979/277 , art. 3 C4 S. 1 modified by S.I. 1990/18 , art. 4 C5 S. 1(3) modified by S.I. 1990/18 , art. 3 Marginal Citations M1 1986 c.53 .

(1) Section 1 of this Act shall have effect in relation to the transfer of any securities to which that section applies notwithstanding anything to the contrary in any enactment or instrument relating to the transfer of those securities; but nothing in that section affects— (a) any right to refuse to register a person as the holder of any securities on any ground other than the form in which those securities purport to be transferred to him: or (b) any enactment or rule of law regulating the execution of documents by companies or other bodies corporate, or any articles of association or other instrument regulating the execution of documents by any particular company or body corporate. (2) Subject to the provisions of this section, any enactment or instrument relating to the transfer of securities to which section 1 of this Act applies shall, with any necessary modifications, apply in relation to an instrument of transfer authorised by that section as it applies in relation to an instrument of transfer to which it applies apart from this subsection; and without prejudice to the generality of the foregoing provision, [ F12 the references to an instrument of transfer in section 775 of the Companies Act 2006 (certification of instrument of transfer) ] shall be construed as including a reference to a brokers transfer. (3) In relation to the transfer of securities by means of a stock transfer and a brokers transfer— (a) any reference in any enactment or instrument (including in particular [ F13 section 770(1)(a) of the Companies Act 2006 (registration of transfer) ] F14 ...) to the delivery or lodging of an instrument (or proper instrument) of transfer shall be construed as a reference to the delivery or lodging of the stock transfer and the brokers transfer; (b) any such reference to the date on which an instrument of transfer is delivered or lodged shall be construed as a reference to the date by which the later of those transfers to be delivered or lodged has been delivered or lodged; and (c) subject to the foregoing provisions of this subsection, the brokers transfer (and not the stock transfer ) shall be deemed to be the conveyance or transfer for the purposes of the enactments related to stamp duty. F15 (4) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Textual Amendments F12 Words in s. 2(2) substituted (6.4.2008) by The Companies Act 2006 (Consequential Amendments etc) Order 2008 (S.I. 2008/948) , art. 2(2) , Sch. 1 para. 37(a) (with arts. 6 , 11 , 12 ) F13 Words in s. 2(3)(a) substituted (6.4.2008) by The Companies Act 2006 (Consequential Amendments etc) Order 2008 (S.I. 2008/948) , art. 2(2) , Sch. 1 para. 37(b) (with arts. 6 , 11 , 12 ) F14 Words repealed by Finance Act 1990 (c. 29, SIF 114) , s. 132 , Sch. 19 Pt. VI (subject to the provisions at the end of that Part) and expressed to be repealed (27.7.1999 with effect as mentioned in Sch. 20 Pt. V(5) of 1999 c. 16 ) by 1999 c. 16 , s. 139 , Sch. 20 Pt. V(5) , Notes 1, 2 F15 S. 2(4) repealed (S.) (1.8.1995) by 1995 c. 7 , ss. 14(2) , 15(2) , Sch. 5 (with ss. 9(3)(5)(7) , 13 , 14(3) )