Registered and bearer shares in England, other countries of Europe and the U.S.A.

Abstract

Registered and "bearer shares in different countries and the comparison of the different regimes which govern them is the subject of this thesis· The study of this subject aims at finding out the ways in which these forms of shares are used in each particularcountry, as well as pointing out the differences and similarities, both theoretical and practical, between the different legal systemsin this respect. An attempt is also made to find out whether the distinction between registered and bearer shares is clear-cuteverywhere and in all cases and, if not, how and why these two forms have come closer to each other or have sometimes even"merged" with each other. In the Introduction of the thesis the historical development of registered and bearer shares is followed and the common "intrinsic" characteristics of shares in different countries are sought. Specific fundamental questions are then examined in separate chapters. These questions are: a) sources of law and nature of shares in the countries examined b) forms of shares (registered, bearer or "certificates") in use in these countries c) methods of their transfer d) restrictions which may be imposed on theirtransferability and e) "insider trading" as a topic connected with registered and bearer shares and their transfer. Each chapter is complemented by a comparison of the ways in which the law in different countries deals with the same question. Finally in the Epilogue conclusions from the preceding comparative study are drawn and an appraisal of the practical advantages and disadvantages of registered end bearer shares is made, pointing to the fact that the distinction between these two forms of shares has lost, in practice, much of its sharpness today. Still, it maintains some meaning in specified cases and may, for practical reasons again, dc even more so in the future.