Share transfers 101 as explained by Graham J in Ku v Song:

[175] Whoever coined the expression ‘as clear as mud’ must have been slaving over the extraordinarily, and unnecessarily, complex provisions of the Corporations Act and the Corporations Regulations relating to share transfers at the time.Gaining an understanding of the relevant law on this subject back in 1961 involved a five minute exercise, reference being had to a couple of consecutive sections in the then Uniform Companies Act along with a couple of clauses in the relevant company’s Articles of Association or in a set of ‘Table A’ Articles as recorded in the Fourth Schedule to that Act. Today, a like exercise requires hours of study, reference to numerous sections and regulations, which themselves make no sense without reference to numerous definitions, often shrouded in obfuscation, and, needless to say, strewn throughout the Corporations Act and the Corporations Regulations in various places such as ss 9 and 761A and regulations 1.0.02 and 7.11.01

[176] Why the law had to be expressed in such an obscure way beggars belief.  Be that as it may, this case requires an understanding of the requirements for a valid transfer of shares in 2006.

Creative commons acknowledgment for the photograph.


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