CERTIFIED TRANSFER. Transfers are often certified upon the margin by the secretary or registrar of a company that the certificates for the shares dealt with in the transfer are in the company's office. The words generally used are, " Certificate for shares, paid, has been lodged at the company's office. Date " The Company, Limited, , SecretarN." Or sometimes the words are " Coupon for 21: received at the company's office by The certification is for the purpose of facilitating dealings in shares. The broker for a transferor sends the certificate and transfer to the company to he certified, and the transferee accepts the certification as an assurance that the certificate is apparently in order.
In Bishop v. Balkis Consolidated Co. (1S90, 25 Q.I3.D. 512), Lindley, L. J., said " In my opinion, it is proved that to give ' certifications ' is incidental to the trans action,in the ordinary business way, of part of the legitimate business of all companies having capital divided into shares xvhich arc transferable by deed or other instru ment." Such a certification, however, does not appear to put much responsibility upon the company. In Peat v. Clayton (1906, 1 Ch. 659), Joyce, J., said : " It only amounts to a representation that a document has been lodged with the company, apparently in order, and showing, priuhi facie, that the transferor is entitled to the shares, hut it is no warranty of the transferor's title to the or as to the v.indity of coy of the
documents, or that the company has received no notice in lieu of distringas, or any other notice affecting the matter " In Gtorge Irhitechttrch, Linnted. v. (1902, A.C. 117), Lord lacnaghten said : " There is no obligation on a company to certify transfers at all. The certification is not passed by the direct or brought before the board. .1 certification, in fact, is only required for a temporary purpose, to meet the exigencies of business on the Stock Exchange, \\inch has stated days and fixed periods for the different stages of a business transaction intended to be carried out under its rules." Transfers are also certified by the secret ary of the Share and Loan Department of the London Stock Exchange.
By Rule 1 1 1 of the Stock Exchange The buyer of securities may refuse to pay for a transfer deed unaccompanied by the certi ficate, unless it be officially certified that the certificate is at the office of the company." ',See BALANCE TICKET, TRANSFER OF S111RES.)