{
  "url": "https://openlegislation.uk/draft-risk-transformation-regulations-2017/regulation-121",
  "json_url": "https://openlegislation.uk/draft-risk-transformation-regulations-2017/regulation-121.json",
  "legislation": "ukdsi/2017/9780111160596",
  "legislation_title": "The Risk Transformation Regulations 2017",
  "legislation_url": "https://openlegislation.uk/draft-risk-transformation-regulations-2017",
  "path": "regulation/121",
  "kind": "regulation",
  "number": "121",
  "heading": "Transfers",
  "text": "(1) A protected cell company may not register a transfer of shares unless—\n(a) the transfer documents relating to the transfer have been delivered to the protected cell company; or\n(b) title to the shares has been transmitted by operation of law.\n(2) Where transfer documents relating to a share transfer are delivered to a protected cell company, the protected cell company must amend the register of shareholders and index accordingly.\n(3) But a protected cell company may refuse to register a transfer of shares where—\n(a) a person holding shares issued on behalf of a part of the protected cell company is required to hold less or more than a specified number of shares issued on behalf of that part and the transfer would result in the transferor or transferee breaching that requirement;\n(b) the transfer would contravene a provision of the protected cell company’s instrument of incorporation or a provision of law (including any law that is for the time being in force in a country or territory outside of the United Kingdom); or\n(c) the transferee fails to provide the protected cell company with such evidence as the protected cell company may reasonably require to satisfy the protected cell company that the transferee is a qualified investor within the meaning given by regulation 10.\n(4) A protected cell company—\n(a) may only refuse to register a transfer pursuant to sub-paragraph (a) or (b) of paragraph (3) during the period of 21 days commencing with the date the transfer documents are delivered to the protected cell company; and\n(b) must give the transferee written notice of a refusal to register a transfer of shares, unless the giving of such a notice would contravene a provision of law (including any law that is for the time being in force in a country or territory outside of the United Kingdom).\n(5) A transfer of shares by the personal representative of a deceased person is valid as if the personal representative had been the holder of the deceased person’s shares at the time of the execution of the instrument of transfer.",
  "extent": null,
  "status": null,
  "version": "current",
  "annotations": [],
  "outstanding_effects": [],
  "provenance": {
    "source": "legislation.gov.uk",
    "source_url": "https://www.legislation.gov.uk/ukdsi/2017/9780111160596/regulation/121",
    "retrieved_at": "2026-10-30T15:06:04.488256+00:00"
  },
  "licence": "Open Government Licence v3.0",
  "licence_url": "https://www.nationalarchives.gov.uk/doc/open-government-licence/version/3/",
  "attribution": "Contains public sector information licensed under the Open Government Licence v3.0. Source: legislation.gov.uk, The National Archives."
}