Marketable Securities Act 1970 (Qld)

109 (tzettslhtrtl^ ANNO NONODECIMO ELIZABETHAE SECUNDAE REGINAE No. 6 of 1970 An Act to Make Provision with respect to Instruments of Transfer of certain Marketable Securities and for incidental and other purposes [ASSENTED TO 10TH APRIL, 1970] BE IT ENACTED by the Queen's Most Excellent Majesty, by and with the advice and consent of the Legislative Assembly of Queensland in Parliament assembled, and by the authority of the same, as follows:- 1. Short title and commencement . (1) This Act may be cited{as the Marketable Securities Act 1970. (2) This Act shall come into operation on a day to be fixed by Proclamation of the Governor in Council published in the Gazette. 2. Repeal and savings . (1) The Marketable Securities Act of 1966 is hereby repealed. (2) A prescribed instrument under The Marketable Securities Act of 1966 that was duly completed before the commencement of this Act shall have the same effect and may be used and dealt with as if that Act had not been repealed. (3) An agreement, warranty or indemnity deemed by The Marketable Securities Act of 1966 to have been made or given by any person shall continue to operate and shall have the same force and effect as if that Act had not been repealed.

110 Marketable Securities Act 1970, No. 6 3. Interpretation . (1) In this Act unless the contrary intention appears- authorized trustee corporation " means a body corporate that is under the regulations an authorized trustee corporation; " beneficial owner " in relation to a marketable security or a right to a marketable security means a person for whom an authorized trustee corporation is holding the security or right in trust in the ordinary course of its business; " broker " means any person who is a dealer within the meaning of section 31B of the Stamp Act, 1894; " corresponding law " means a law in force in another State or in a Territory of the Commonwealth the provisions of which correspond generally to the provisions of this Act that is under the regulations a corresponding law and includes regulations in force under that law; " legal representative " means the executor, original or by representation of a will, or administrator of the estate of a deceased person; " marketable security " means- (a) a share in or a debenture of a company or prescribed corporation; or (b) a prescribed security; " prescribed corporation " means- (a) a body corporate incorporated in the State not being a company; or (b) an unincorporated society, association or other body formed or established in the State any shares in or debentures of which are quoted on or in respect of which permission to list has been granted by a prescribed stock exchange, that is under the regulations a prescribed corporation; " prescribed security " means an interest to which Division 5 of Part IV of The Companies Act of 1961 applies that is under the regulations a prescribed security or that is one of a class of such interests that are under the regulations prescribed securities; " prescribed stock exchange " means a stock exchange in the State that is under the regulations a prescribed stock exchange; " right to a marketable security " means a right whether existing or future, and whether contingent or not, of a person to have issued to him a marketable security whether or not on payment of any money or for any other consideration; " transfer " in relation to a right to a marketable security means the renunciation and transfer of that right. (2) Subject to subsection (1) and unless the contrary intention appears, words and expressions used in this Act that are defined by section 5 of The Companies Act of 1961 have the same respective meanings as they have in that Act. (3) A reference in this Act to a form by number is a reference to the form so numbered in the Schedule to this Act or to a form to the like effect.

Marketable Securities Act 1970, No. 6 111 4. Sufficient instrument of transfer . A document that is a sufficient instrument of transfer under this Act may be used- (a) where it relates to a transfer of marketable securities, as a proper instrument of transfer for the purposes of section 95 of The Companies Act of 1961 and as an instrument of transfer for the purposes of any other law or instrument governing or relating to those securities; and (b) where it relates to a transfer of rights to marketable securities, as an instrument of transfer of those rights for the purposes of any law or instrument governing or relating to those rights or securities. 5. Transfers of marketable securities . (1) A document is a sufficient instrument of transfer of marketable securities if- (a) it is an instrument relating to those marketable securities duly completed in accordance with or to the effect of- (i) Form One; or (ii) Part 1 of Form One and Parts 1 and 2 of Form Two; and (b) where the document relates to marketable securities on which there is an uncalled liability (not being marketable securities that are partly paid shares in a no-liability company), the transferee's acceptance of the marketable securities duly completed in accordance with or to the effect of Form Three is included in or attached to the instrument referred to in paragraph (a) of this subsection. (2) A document is a sufficient instrument of transfer of rights to marketable securities if- (a) it is an instrument relating to those rights duly completed in accordance with or to the effect of- (i) Form Four; or (ii) Part I of Form Four and Parts I and 2 of Form Five; and (b) where the document relates to rights to marketable securities (not being marketable securities that are shares in a no-liability company) for which the whole of the moneys to be subscribed is not payable in full on application being made for them, the transferee's acceptance of the securities duly completed in accordance with or to the effect of Form Three is included in or attached to the instrument referred to in paragraph (a) of this subsection. A (3) For the purposes of this section an instrument is not duly completed in accordance with or to the effect of Form One, Two, Four or Five or a part of one of those forms unless- (a) where the form or part refers to the name and address of the transferee, the instrument purports to state that name and address; (b) where the form or part refers to the stamp of the transferor's broker, the instrument bears a stamp which- purports to be such a stamp; and (c) where the form or part refers to the stamp of the transferee's broker, the instrument bears a stamp which purports to be such a stamp. 6. Transfers by authorized trustee corporation . (1) In respect of the transfer of marketable securities by an authorized trustee corporation to the beneficial owner of those marketable securities, being a transfer

112 Marketable Securities Act 1970, No. 6 that is not made by way of a sale, gift or exchange of the marketable securities, a document is a sufficient instrument of transfer if- (a) it is an instrument relating to those marketable securities duly completed in accordance with or to the effect of Form Six; and (b) where the document relates to marketable securities on which there is an uncalled liability (not being marketable securities that are partly paid shares in a no-liability company), the transferee's acceptance of the marketable securities duly completed in accordance with or to the effect of Form Seven is included in or attached to the instrument referred to in paragraph (a) of this subsection. (2) In respect of the transfer of rights to marketable securities by an authorized trustee corporation in favour of the beneficial owner of those rights, being a transfer that is not made by way of a sale, gift or exchange of the rights, a document is a sufficient instrument of transfer if- (a) it is an instrument relating to those rights duly completed in accordance with or to the effect of Form Eight; and (b) where the document relates to rights to marketable securities (not being marketable securities that are shares in a no-liability company) for which the whole of the moneys to be subscribed is not payable in full on application being made for them, the transferee's acceptance of the rights duly completed in accordance with or to the effect of Form Nine is included in or attached to the instrument referred to in paragraph (a) of this subsection. 7. Effect of execution of sufficient instrument of transfer . (1) Where marketable securities in a company or prescribed corporation are transferred by means of a sufficient instrument of transfer under this Act, the transferee shall be deemed to have agreed at the relevant time to accept the marketable securities subject to the several terms and conditions on which the transferor held them at that time, being the terms and conditions applicable as between the company or prescribed corporation and the holder for the time being of the marketable securities. (2) Where rights to marketable securities in a company or prescribed corporation, for which the whole of the moneys to be subscribed is payable in full on application being made for them, are transferred by means of a sufficient instrument of transfer under this Act, the transferee shall`be deemed- (a) to have made application at the relevant time to the company or prescribed corporation for the allotment to him of the marketable securities; and (b) to have agreed at the relevant time to accept the marketable securities subject to the terms and conditions upon which they are offered by the company or prescribed corporation for subscription. (3) Where marketable securities that are shares in a company or prescribed corporation are transferred by means of a sufficient instrument of transfer under this Act, the transferee shall be deemed to have agreed at the relevant time- (a) to become a member of the company or prescribed corporation, and (b) to be bound by the memorandum and articles or by the constitution of the company or prescribed corporation.

Marketable Securities Act 1970, No. 6 113 (4) In this section " the relevant time " means- (a) in relation to a sufficient instrument of transfer under section 5 of this Act, the time of the affixing of a stamp which purports to be that of the transferee's broker; and (b) in relation to a sufficient instrument of transfer under section 6 of this Act, the time of execution by the transferor. 8. Effect of stamp of transferor ' s broker on sufficient instrument of transfer . (1) Where a sufficient instrument of transfer under section 5 of this Act or under a like provision of a corresponding law bears a stamp which purports to be that of the transferor's broker and to have been affixed in the State, the transferor's broker, being the responsible broker acting for the transferor- (a) shall be deemed to have warranted the accuracy of the statements in his certificate set out in the instrument; (b) shall be deemed to have warranted that the transferor is the registered holder of or is entitled to be registered as the holder of the marketable securities to which the instrument relates or is entitled to the rights to marketable securities to which the instrument relates and is legally entitled or authorized to sell or dispose of those marketable securities or rights; and (c) shall be liable to indemnify- (i) the company, prescribed corporation, foreign company or prescribed corporation under the corresponding law that has issued or proposes to issue the marketable securities or rights to marketable securities to which the instrument relates; (ii) the transferee; and (iii) the transferee's broker, against any loss or damage arising from a forged or unauthorized signature of the transferor appearing in the instrument. (2) A reference in subsection (1) of this section to the responsible broker acting for the transferor is a reference- (a) where the transferor's broker is not a broker's agent-to the transferor's broker and, if he is a member of a firm of brokers, to each member of that firm; or (b) where the transferor's broker is a broker's agent-to the broker for whom he is a broker's agent and, if that broker is a member of a firm of brokers, to each member of that firm. (3) In this section- " broker's agent " means a broker's agent within the meaning of section 31B of the Stamp Act, 1894; and " marketable security " in relation to a sufficient instrument of transfer under a corresponding law, means a marketable security within the meaning of the corresponding law.

114 Marketable Securities Act 1970, No. 6 9. Registration by company of sufficient instrument of transfer. (I) A company or prescribed corporation with which a sufficient instrument of transfer under section 5 of this Act is lodged for the purpose of registering a transfer of marketable securities or obtaining the allotment of marketable securities, is and its officers are, in the absence of knowledge to the contrary, entitled to assume without inquiry that a stamp upon the instrument which purports to be the stamp of the transferee's broker is the stamp of that broker and that a stamp upon the instrument which purports to be the stamp of the transferor's broker is the stamp of that broker. (2) A company or prescribed corporation with which a sufficient instrument of transfer under section 6 of this Act is lodged for the purpose of registering a transfer of marketable securities or obtaining the allotment of marketable securities, is and its officers are, in the absence of knowledge to the contrary, entitled to assume without inquiry that- (a) at the time of the execution of the instrument, the authorized trustee corporation named in the instrument was holding the marketable securities or the rights to the marketable securities in the ordinary course of its business in trust for or on behalf of the transferee; and (b) the transfer was not made by way of a sale, gift or exchange of the marketable securities or rights. 10. Operation of Act. (1) This Act applies and has effect in relation to the transfer of marketable securities and to the transfer of rights to marketable securities notwithstanding anything to the contrary in any other enactment or in any instrument relating to the transfer of the securities or the transfer of the rights. (2) Except as provided in this Act, this Act does not affect the terms and conditions on which marketable securities or rights to marketable securities are sold. (3) Nothing in this Act affects any right of a company or prescribed corporation to refuse to acknowledge or register a person as the holder of marketable securities or to allot marketable securities to a person on any ground other than an objection to the form of an instrument lodged with the company or prescribed corporation relating to the transfer of the marketable securities or of rights to the marketable securities. (4) The registration of a transfer of a marketable security or the allotment of a marketable security pursuant to-a sufficient instrument of transfer under this Act does not constitute a breach of any provision of any memorandum or articles or of a trust deed or other instrument or an enactment that relates to marketable securities. (5) This Act does not prevent or affect the use of any other form of transfer of marketable securities or form of transfer of rights to marketable securities, as the case may be, or mode of execution of an instrument of transfer of marketable securities or mode of execution of an instrument of transfer of rights to marketable securities that is otherwise permitted by law. (6) A transfer of marketable securities or of rights to marketable securities by or to a trustee or legal representative may, notwithstanding any law or the provisions of the instrument, if any, creating or having effect in relation to the trust or will under which he is appointed trustee or legal representative, be effected by means of a sufficient instrument of transfer under this Act.

Marketable Securities Act 1970, No. 6 115 11. Omission from register of certain matters . The omission from any register, certificate or other document relating to marketable securities of a statement of the occupation of the person who is, or is entitled to be, registered as the holder of the marketable securities does not constitute a. breach of any provision of any memorandum or articles or of a trust deed or other instrument or an enactment that relates to the marketable securities. 12. Transfers , whether or not sufficient instruments need not include certain matters . Notwithstanding anything contained in the memorandum or articles of a company or prescribed corporation or in the terms or conditions upon which marketable securities or rights to marketable securities in a company or prescribed corporation are created or issued it shall not be necessary in any instrument of transfer of marketable securities or of rights to marketable securities to state the occupation of the transferee or transferor or to have the signature of the transferee or transferor witnessed. 13. Offences . (1) A broker shall not in the State affix a broker's stamp to an instrument that may be used as a sufficient instrument of transfer under this Act or under a corresponding law unless the instrument relates to a sale or purchase made in the ordinary course of business of the broker for a consideration of not less than the unencumbered market value (at the time of the sale or purchase) of the marketable securities or rights to marketable securities to which the instrument relates. Penalty : $1,000. (2) An authorized trustee corporation shall not in the State execute an instrument that may be used as a sufficient instrument of transfer under section 6 of this Act or under a like provision of a corresponding law if the instrument relates to a transfer of marketable securities or of rights to marketable securities- (a) made by way of a sale, gift or exchange of the marketable securities or rights; or (b) to or in favour of a person who is not the beneficial owner of the marketable securities or rights. Penalty: $1,000. (3) A person other than an authorized trustee corporation shall not in the State knowingly cause, authorize or permit to be executed an instrument that may be used as a sufficient instrument of transfer under section 6 of this Act or under a like provision of a corresponding law if it is not a sufficient instrument of transfer within the meaning of that section or provision as the case may be. Penalty: $1,000. (4) A person shall not knowingly lodge or cause to be lodged with a company or prescribed corporation an instrument to which a stamp has been affixed in contravention of subsection (1) of this section or which has been executed in contravention of subsection (2) of this section, for the purpose of securing the registration of the transfer of marketable securities or the allotment of marketable securities to the transferee named therein. Penalty: $1,000.

116 Marketable Securities Act 1970, No. 6 (5) In this section- beneficial owner " in relation to a sufficient instrument of transfer under a corresponding law means a beneficial owner within the meaning of the corresponding law; and " marketable security " in relation to a sufficient instrument of transfer under a corresponding law, means a marketable security within the meaning of the corresponding law. 14. Regulations . (1) The Governor in Council may make regulations for or with respect to any one or more of the following-- (a) prescribing bodies corporate as authorized trustee corporations; (b) prescribing a law in force in another State or in a Territory of the Commonwealth the provisions of which correspond generally to the provisions of this Act as a corresponding law; (c) prescribing interests to which or interests of a class to which Division 5 of Part IV of The Companies Act of 1961 applies as prescribed securities; (d) prescribing stock exchanges in the State as prescribed stock exchanges; (e) prescribing any matter or thing that is required necessary or expedient to be prescribed or provided for the purposes of this Act and without limiting the generality of the foregoing providing for any penalty not exceeding $200 for a breach of or non-compliance with a provision of the regulations. (2) The regulations shall not prescribe a body corporate as an authorized trustee corporation unless it is a body corporate that in the opinion of the Minister for Justice and Attorney-General holds in the ordinary course of its business marketable securities for or on behalf of another person. (3) Every regulation made under this Act shall- (a) be published in the Gazette; (b) upon its publication in the Gazette, be judicially noticed and such publication shall be conclusive evidence of the matters contained therein ; (c) take effect from the date of such publication unless a later date is specified in that or any other regulation, as the case may be, for its commencement when in such event it shall take effect from that later date; and (d) be laid before the Legislative Assembly-within fourteen sitting days after such publication, if the Legislative Assembly is in session, and if not, then within fourteen sitting days after the commencement of the next session. (4) If the Legislative Assembly passes a resolution of which notice has been given at any time within fourteen sitting days after any such regulation has been laid before it disallowing the same or part thereof, that regulation or part shall thereupon cease to have effect, but without prejudice to the validity of anything done in the meantime or to the making of a further regulation. 15. Amendment of s. 31B of 58 Vic. No. 8. Section 31B of the Stamp Act, 1894 is amended by omitting from the definition " Prescribed stock exchange " the words " for the purposes of " The Companies Acts, 1961 to 1964 " " and inserting in their stead the words "within the meaning of the Marketable Securities Act 1970 ".

Marketable Securities Act 1970, No. 6 117 THE SCHEDULE FORM ONE SECURITY TRANSFER FORM Full Name of Company or Prescribed Corporation PART 1- Description of Securities . . Class. If not fully paid, paid to (s. 5 MARKING STAMP Register Quantity . Words I Figures Transferor's Broker hereby certifies:- Transfer Identification (i) As to the Validity of Number .. .. .. Documents. (ii) That Stamp Duty (if Full Name(s) of Trans- payable) has been or feror(s) .................................................................. will be paid. ................................................................. ................................................................ (Transferor's Broker's Stamp) Affixed at ............................................................ on .............................................................................. (place and date of affixing stamp) I (or We ) hereby transfer the above securities to the transferee ( s) named in Part 2 hereof or to the several transferees named in Part 2 of Broker's Transfer Form(s) relating to the above securities. *I (or We) have no notice of revocation of the power of attorney under which this transfer is signed. Transferor ( s) sign here I ...................................................................................................................................................... Dates signed Full Name(s) Address(es) of feree(s) .. PART 2- Transferee's Broker hereby and certifies :- Trans- (i) That the securities set out in Part I above, having been purchased in the ordinary course of business are to be registered in the .................................................................. name ( s) of the trans- feree( s) named in this .................................................................. Part. (ii) That Stamp Duty (if ................................................................. payable) has been or will be paid- ................................................................. and hereby requests that such entries be made in the register as are necessary to give effect to this transfer. (Transferee' s Broker's Stamp) Date of affixing stamp * Delete if not applicable.

118 Marketable Securities Act 1970, No. 6 THE SCHEDULE--continued FORM TWO BROKER ' S TRANSFER FORM [s. 5 MARKING STAMP Full Name of Company or Prescribed Corporation PART I- Description of Securities Class. If not fully paid, paid to Register Quantity .. .. .. Words Figures Transfer Identification Transferor's Broker hereby Number .. .. certifies:- (i) That the Security Transfer Form relating Full Name(s) of Trans- . feror(s) .. .. .. .. to the securities set out above has been or will be lodged at the ............ ............. ......._.............................. company's or corpora- tion's office. .............. .... ........._................................. (ii) That Stamp Duty (if payable) has been or wiii be paid. .................................................................. (Transferor's Broker's Stamp) Affixed at ........................................................... on .............................................................................. (place and date of affixing stamp) PART 2-- Full Name(s) and Transferee's Broker hereby Address(es) of Trans- certifies:- feree(s) .. .. • • (i) That the securities set out in Part I above ............................................................. having been purchased in the ordinary course .......................................................... of business are to be registered in the name(s) .............................. ................. of the transferee(s) named in this Part. .......... ........................................ ...._......... .(ii) That Stamp Duty (if payable) has been or ............................................................... will be paid- and hereby requests that ......... .... .._............. ........................ such entries be made in the register as are necessary to give effect to this transfer. (Transferee's Broker's Stamp) Date of affixing stamp

Marketable Securities Act 1970, No. 6 119 THE SCHEDULE-- continued FORM THREE TRANSFEREE'S ACCEPTANCE [s. 5 For completion- (a) by transferee(s) of securities with an uncalled liability (not being partly paid shares in a no-liability company); or (b) by transferee(s) of rights where the whole of the moneys to be subscribed for marketable securities to which the rights relate is not payable in full on application and the securities are not shares in a no-liability company. To ............................................................................................................................................................................................................................. (Name of company or prescribed corporation whose securities are involved) I (or We) ........... ................................... ..................................... .......................... .......................................... _.................._.......................... of ......... ................... ..... ................. ..........................................__.............................................................................._..._............................ being the transferee(s) of ................................................................................................................................................................. (Quantity and Description of securities or rights) in the above-named company or corporation, comprised in the ............... ............................. ._._.......... (Number) instrument(s) of transfer (or renunciation and transfer) attached in respect of which there is an uncalled liability of ................................................................................................per security (after payment of application moneys, if any) and being the person ( s) named as transferee(s) in the security transfer form or broker's transfer form (or security renunciation and transfer form or broker ' s renunciation and transfer form ) relating to those securities (or rights), and having attained the age of twenty-one years, HEREBY AGREE- (a) to accept the said securities subject to the several terms and conditions upon which:- * the transferor(s) held them at the time of the transfer thereof by the transferor ( s) to me (or us). * the securities were offered by the company or corporation for subscription; and (b) to become a member (or members) of the company or corporation and to be bound by the memorandum and articles or by the constitution of the company or corporation upon being registered as the holder(s) of the securities. * I (or We) have no notice of revocation of the Power of Attorney under which this instrument is signed. Signature(s) of Transferee( s) .......................................... DATED the ..........................................................................................day of................................. .............. ............. 19....... * Delete if not applicable.

120 Marketable Securities Act 1970, No. 6 THE SCHEDULE-continued FORM FOUR [s. 5 SECURITY RENUNCIATION AND TRANSFER FORM MARKING STAMP Full Name of Company or Prescribed Corporation Description of Rights Quantity Transfer Identification Number .. .. .. Words Full Name(s) of Trans- feror( s) .. .. PART 1- Figures Register Transferor's Broker hereby certifies:- (i) As to the Validity of Documents (ii) That Stamp Duty (if payable) has been or will be paid. (Transferor' s Broker's Stamp) Affixed at.... .................. ............. .......... ...... .... - . on ............................................................................. (place and date of affixing stamp) I (or We) hereby renounce and transfer the above rights in favour of the transferee(s) named in Part 2 hereof or to the several transferee(s) named in Part 2 of the Broker's Renunciation and Transfer Forms relating to the above rights. * I (or We) have no notice of revocation of the power of attorney under which this renunciation and transfer is signed. Transferor(s) sign here Date signed .................................................................. ............................................ .............. .................................................. ........ Full Name(s) Address(es) of feree(s) .. PART 2- Transferee's Broker hereby Traannsd- 1 ........................................................... cer(tii)fiTehs: a-t the rights set out in Part I above having been purchased in the ordinary course of business the marketable securities to which the rights relate are to be allotted to the trans- .......................................................... feree(s) named in this Part. ..................................................... (ii) That Stamp Duty (if payable) has been or will be paid- and hereby requests that the marketable securities be allotted by the company or corporation to the transferee(s) and such entries be made in the register as are necessary to give effect to this renuncia- tion and transfer. (Transferee's Broker's Stamp) Date of affixing stamp * Delete if not applicable.

Marketable Securities Act 1970, No. 6 121 THE SCHEDULE- Conti nued FORM FIVE BROKER'S RENUNCIATION AND TRANSFER FORM [s. 5 MARKING STAMP Full Name of Company or Prescribed Corpora- tion PART I- Description of Rights Register Quantity .. .. Words Figures Transfer Identification Transferor's Broker hereby Number .. .. certifies:- --- (i) That the Security Renunciation and Full Name(s) of Trans- . .. Transfer Form relating feror(s) .. .. to the rights set out above has been or .................................................................. will be lodged at the company's or corpora- ...................... ............................... tion's office. (ii) That Stamp Duty (if payable) has been or will be paid. (Transferor's Broker's Stamp) Affixed at ............................................................ on .............................................................................. (place and date of affixing stamp) PART 2- Full Name(s) and Transferee's Broker hereby Address(es) of Trans- certifies:- feree(s) .. .. (i) That the rights set out in Part 1 above having ............... ......................... been purchased in the ordinary course of ......................... ............................ business the marketable securities to which the rights relate are to be ................................................................. allotted to the trans- feree(s) named in this ................................................................. Part. ................................................................ ................................ ............... I (ii) That Stamp Duty (if payable) has been or will be paid- and hereby requests that the marketable securities be allotted by the company or corporation to the trans- feree(s) and such entries be made in the register as are necessary to give effect to this renunciation and transfer. (Transferee's Broker's Stamp) Date of affixing stamp

122 Marketable Securities Act 1970, No. 6 THE SCHEDULE-continued FORM SIX TRUSTEE TRANSFER FORM Full Name of Company or Prescribed Corporation PART 1- Description of Securities Class if not fully paid paid to [s. 6 MARKING STAMP Register Quantity .. .. .. Transfer Identification Number (where appro- priate) .. Words Figures Full Name of Transferor ............................................................................................................................................... (Authorized trustee corporation) ........................................................................................................................................... PART 2- Transferor hereby certifies that Full Name(s) and Address(es) of Trans- the securities set out in Part I above are to be feree(s) .. .. .. I registered in the name(s) of the transferee(s) named in ................................................................ this Part being the person(s) for or on whose behalf the ........................................................ transferor held them in the ordinary course of business immediately before the execu- ................................................................. tion of this transfer, and hereby requests that such .................................... entries be made in the register as are necessary to give effect to this transfer. The transferor, being an authorized trustee corporation, hereby transfers the above securities out of the name in Part I hereof to the transferee(s) named in Part 2 hereof. Er;ecution by the Transferor. Date of execution ............................................................/............/............

Marketable Securities Act 1970, No. 6 123 THE SCHEDULE-continued FORM SEVEN TRANSFEREES ACCEPTANCE [s. 6 For completion- by transferee(s) of securities with an uncalled liability (not being partly paid shares in a no-liability company) where the securities are transferred by an authorized trustee corporation to the person(s) for or on whose behalf it held them in the ordinary course of its business immediately before the execution of this transfer. To ......... ................................... ... ...................... . .... . ...................................... . .................. . ... . .. . ......................... .. ................. . .............. . .............. . ...... (Name of company or prescribed corporation whose securities are involved) 1 (or We) ........................................................................................................................................................................................................... of ....................................................................................................................................................................................................................... being the transferee(s) of ................................................................................................................................................................ (Quantity and Description of securities) (comprised in the ...................................................................................instrument(s) of transfer attached) (Nionber) each paid to ............................................................in the abovenamed company or corporation and being the person(s) named as the transferee(s) in the Trustee Transfer Form relating to those securities and having attained the age of twenty-one years HEREBY AGREE to accept the said securities subject to the several terms and conditions on which the transferor held them at the time of the transfer of the said securities by the transferor to me (or us) and further agree to become a member (or members) of the company or corporation and to be bound by the memorandum and articles or by the constitution of the company or corporation upon being registered as the holder(s) of the securities. Signature(s) of Transferee(s) .............................................................................. Dated the ........................ ....................._.................day of................... _....._................ ............._......, 19.......

124 Marketable Securities Act 1970, No. 6 THE SCHEDULE-continued FORM EIGHT TRUSTEE RENUNCIATION AND TRANSFER FORM [s. 6 Full Name of Company or Prescribed Corporation PART I- Description of Rights Register Quantity .. Words Figures Transfer Identification Number (where appropriate) Full Name of Transferor .................................................................. ............................................................................ (Authorized trustee corporation) ....................................................................................................................................... f Full Name(s) Address(es) of feree(sj .. -- -- PART 2- and Transferor hereby certifies that Trans- ........................................................... the rights set out in Part 1 above, having been transferred to the person(s) for or on whose behalf the transferor held them in the ordinary ......................................................... course of business immediately before the transfer, the marketable securities to which .......................................................... the rights relate are to be allotted to the transferee(s) named in this Part and hereby requests that the marketable State ................................................ securities be allotted by the company or corporation to . the transferee(s) and such entries be made in the register as are necessary to give effect to this renunciation and transfer. The transferor, being an authorized trustee corporation, hereby renounces and transfers 1ie above rights in favour of the transferee(s) named in Part 2 hereof. Execution by the Transferor. Date of execution ............................................................/............/............

Marketable Securities Act 1970, No. 6 125 THE SCHEDULE- continued FORM NINE [s. 6 TRANSFEREE 'S ACCEPTANCE For completion- by persons to whom rights are transferred by authorized trustee corporation where whole of moneys to be subscribed for marketable securities to which rights relate is not payable in full on application and the securities are not shares in a no-liability company and the rights were held for or on behalf of the person(s) by the authorized trustee corporation. To ....................................................................................................................................... . ......................................................................... (Name of company or prescribed corporation whose securities are involved) .............. . . .................................. . . .................................. .............................................................. ........................................................... . . . . .. . . . ... . . . . . . of ............................................................................................ ............................................................................................................................... being the transferee(s) of .............................................................................................................................. ................................. (Quantity) (Description of Rights) (comprised in the ................................................instrument(s) of renunciation and transfer attached) (Number) to marketable securities in respect of which there is an uncalled liability of ............................per unit (after the payment of application moneys, if any) and being the person(s) named as transferee(s) in the Trustee Renunciation and Transfer Form and having attained the age of twenty-one years HEREBY AGREE to accept the marketable securities to which the rights relate subject to the several terms and conditions upon which the marketable securities were offered by the company or corporation for subscription and I (or we) hereby agree to become a member (or members) of the company or corporation and to be bound by the memorandum and articles or by the constitution of the company or corporation upon being registered as the holder(s) of the marketable securities. Signature(s) of Transferee(s) ............................................................................. Dated the ........................................................................day of ............................................................, 19.......