The deceased had made a gift of shares. She had executed a transfer, and acting upon the promise, the donee had agreed to become a director which he could only do if he also became a shareholder. The transfer was delivered to the deceased’s agent, but not to the company and was not registered.
Held: The Rose case did not mean that a transfer was incomplete without delivery to the registrar. The words of the section required only execution of a valid transfer. In the circumstances there had been an enforceable equitable assignment of the shares.
Judges:
Lord Justice Schiemann, Lord Justice Clarke and Lady Justice Arden
Citations:
Times 01-Apr-2002, Gazette 11-Apr-2002, [2002] EWCA Civ 227, [2002] 1 WLR 2075, [2002] 2 BCLC 448, [2002] 4 All ER 215
Links:
Statutes:
Jurisdiction:
England and Wales
Citing:
Cited – In re Re Rose, Midland Bank Executor and Trustee Company Limited v Rose ChD 1949
The testator handed a transfer of the relevant shares to the donee, Mr Hook, together with the relevant certificates. The transfer had not been registered by the date of his death.
Held: Equity will not compel an imperfect gift to be . .
Cited – Milroy v Lord CA 26-Jul-1862
The donor executed a transfer of 50 shares. The shares were only transferable by entry in the books of the bank. No such transfer was ever made. The defendant had a power of attorney authorising him to transfer the donor’s shares and after the deed . .
Cited – Mascall v Mascall CA 13-Jun-1984
The question was whether a gift of land was completely constituted by delivery of the land certificate
Held: Equity will not come to the aid of a volunteer. Therefore, if a donee needs to get an order from a court of equity in order to . .
Cited – Warriner v Rogers 1800
(Year unknown) The donor wrote on pieces of paper that her servant was to have certain property on her death, but these documents did not amount to a valid will.
Held: The gift was imperfect as these documents did not constitute a valid . .
Cited – Jones v Lock 1865
A father put a cheque into the hands of his baby son of nine months saying ‘I give this to baby for himself’ and he then took back the cheque and put it away. The donor died and the cheque was found among his effects.
Held: There had been no . .
Cited – Richards v Delbridge CA 16-Apr-1874
The donor purported to make a voluntary gift of leasehold premises and stock in trade by endorsing on the lease ‘This deed and all thereto belonging I give to E from this time forth, and all the stock in trade.’ This document was delivered to E’s . .
Cited – Standing v Bowring CA 18-Dec-1885
The Plaintiff, a widow, in the year 1880, caused pounds 6000 Consols to be transferred into the joint names of herself and the Defendant, who was her godson. She did so with the express intention that the Defendant, in the event of his surviving . .
Cited – Nanney v Morgan 1888
A deed of transfer of shares did not pass the legal interest to the transferee until it was delivered to the secretary of the company. It was held that the transfer did not take effect until it had been left with the secretary and accepted by him. . .
Cited – In re Griffin 1899
The endorsement and delivery of a banker’s deposit receipt with the intention to make a gift operated as a good equitable assignment of the amount on deposit at the bank. The instruction had been handed to the donee. It did not matter that no notice . .
Cited – Macedo v Stroud PC 1922
(Trinidad) The donor purported to give real property (in part) by memorandum which was not registered. Under the law of Trinidad the transfer did not pass any estate or interest in the land. The donor delivered the instrument to his solicitor . .
Cited – In re Fry ChD 1946
A settlor executed a transfer of shares but failed to obtain the consent of the Treasury under the Regulations. The transferees argued that the testator had executed documents which were appropriate to the subject matter of the gift, namely the . .
Cited – In re Re Rose, Midland Bank Executor and Trustee Company Limited v Rose ChD 1949
The testator handed a transfer of the relevant shares to the donee, Mr Hook, together with the relevant certificates. The transfer had not been registered by the date of his death.
Held: Equity will not compel an imperfect gift to be . .
Cited – The Trustee of the Property of Jan Yngve Pehrsson, a bankrupt v Madeleine von Greyerz PC 16-Jun-1999
PC (Gibraltar) The mere appointment of trustees of shares without the delivery to the trustees of forms of transfer did not give rise to a trust.
Held: A gift was intended to take effect by a transfer of . .
Cited by:
See Also – Pennington and Another v Waine and others CA 17-Oct-2002
. .
Cited – Zeital and Another v Kaye and Others CA 5-Mar-2010
The deceased had held an apartment through beneficial interests in shares in a limited company. He died intestate. The parties disputed the ownership of the two shares. The company had been put into a members’ liquidation, and the company liquidator . .
See Also – Hurst v Crampton Bros (Coopers) Ltd and others CA 9-Aug-2002
Adjourned application for permission to appeal . .
See Also – Pennington and others v Crampton and others CA 17-Jun-2004
Application for permission to appeal against proposal of Tomlin Order . .
Lists of cited by and citing cases may be incomplete.
Company, Wills and Probate
Updated: 28 April 2022; Ref: scu.167964
