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| Commentary

Share Certificates

| Commentary

The articles almost invariably give to each member a right, free of charge, to a certificate or certificates1 indicating the share or shares to which he is entitled;2 indeed, by virtue of Companies Act 2006, s 769(1) and s 776(1) and (3),3 a member is entitled to a certificate within two months of allotment or transfer,4 unless the conditions of issue otherwise provide. Whether or not a shareholder is entitled to require a number of certificates in place of a certificate already issued is a matter of construction of the articles.5 The usual practice is to include in one certificate all the shares of the same class held by a member. The articles also generally state how such a certificate is to be signed.6

The Model Articles require7 it to be under

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