Companies (Transfers of Shares – Exemptions) (Jersey) Order 2014

Official Consolidated Version

This is an official version of consolidated legislation compiled and issued under the authority of the Legislation (Jersey) Law 2021.

Showing the law from 3 December 2025 to Current

Companies (Transfers of Shares – Exemptions) (Jersey) Order 2014

Article

1             Interpretation. 3

2             Exemption from Article 42 of the Law.. 4

3             Exemption from Article 50 of the Law.. 5

4             Citation. 5

Table of Legislation History. 6

Table of Endnote References. 6

Companies (Transfers of Shares – Exemptions) (Jersey) Order 2014

1        Interpretation[1]

In this Order –

“approval” in relation to approval by a competent authority of either or both of the following –

(a)     a central securities depository; or

(b)     use of a computer system,

includes the registration or recognition of such a depository or use (or both depositary and use, as the case may be) by a competent authority under the relevant laws;

“approved central securities depository” means, in relation to an approved stock exchange, the central securities depository –

(a)     in which listed shares are deposited and held; and

(b)     which is approved by a competent authority under the relevant laws;

“approved stock exchange” means any of the following –

(a)     the New York Stock Exchange;

(b)     the Chicago Stock Exchange;

(c)     NASDAQ;

(d)     an EU/EFTA regulated market;

(e)     the Toronto Stock Exchange;

(f)     

(g)     the Johannesburg Stock Exchange;

(h)    

(i)      the Stock Exchange of Mauritius (in respect only of its market known as the “Official Market”);

(j)      NYSE MKT;

“competent authority” means a person or body authorized under the relevant laws to approve –

(a)     a central securities depository; and

(b)     use of a computer system by (but not limited to) either or both of the following –

(i)      an approved central securities depository, or

(ii)      a company which has issued listed shares (whether or not acting by a duly appointed agent);

“computer system” means a computer based system (including its related facilities and procedures) –

(a)     use of which is approved by a competent authority under the relevant laws; and

(b)     by means of which title to shares can be evidenced and transferred without a written instrument;

“EU/EFTA regulated market” means a regulated market that is authorised and functions regularly and in accordance with Title III of Directive 2014/65/EU of the European Parliament and of the Council on markets in financial instruments;

“Law” means the Companies (Jersey) Law 1991;

“listed shares” means shares which are listed on an approved stock exchange;

“market operator” means a person who manages or operates the business of a regulated market, and may be the regulated market itself;

“multilateral system” means any system or facility in which multiple third-party buying and selling trading interests in financial instruments are able to interact in the system;

“regulated market” means a multilateral system operated or managed by a market operator, which brings together or facilitates the bringing together of multiple third-party buying and selling interests in financial instruments in the system and in accordance with its non-discretionary rules in a way that results in a contract, in respect of the financial instruments admitted to trading under its rules and systems;

“relevant laws” means such laws as are relevant in any of the following –

(a)     the United States of America;

(aa)   the Republic of South Africa;

(b)     Canada;

(c)     a member State of the European Union or the European Free Trade Association; or,

(d)     Republic of Mauritius.

2        Exemption from Article 42 of the Law

In respect of companies which have issued listed shares, a transfer of such shares is exempt from the provisions of Article 42(1) of the Law where the following conditions are met in respect of that transfer –

(a)     the transfer is made –

(i)      to or from an approved central securities depository, or

(ii)      by means of a computer system; and

(b)     the transfer is in accordance with the relevant laws applicable to, and relevant rules and regulations of, the approved stock exchange on which the shares are listed.

3        Exemption from Article 50 of the Law

(1)     Subject to paragraph (2) a company is not required to comply with Article 50(1) of the Law in respect of any allotment or transfer of its listed shares.

(2)     A company which has received a written request at any time from a member in respect of listed shares held by that member shall, within 2 months of receipt by that company of that written request, complete and have ready for delivery the certificate of such shares in respect of which the request was made unless the conditions of allotment of the shares otherwise provide.

4        Citation

This Order may be cited as the Companies (Transfers of Shares – Exemptions) (Jersey) Order 2014.

Endnotes

Table of Legislation History

Table of Endnote References