Regulation 23 Registration of transfers of securities
A participating issuer shall register a transfer of title to uncertificated units of a security on a register of securities in accordance with an Operator-instruction unless—
the transfer is prohibited—
by order of a court in the United Kingdom; or
by or under an enactment; or
he has actual notice that the transfer is—
avoided by or under an enactment; or
a transfer to a deceased person; or
where the participating issuer is constituted under the law of Scotland, prohibited by or under an arrestment; or
the circumstances described in paragraph (2) apply; or
he is entitled by virtue of paragraph (3) to refuse to register the transfer.
The circumstances referred to in paragraph (1)(c) are that the transfer is one of two or more transfers in respect of which the Operator has notified the participating issuer in accordance with regulation 24(1), and that to those transfers regulation 24(2) does not apply by virtue of regulation 24(3).
A participating issuer may refuse to register a transfer of title to uncertificated units of a security in accordance with an Operator-instruction if the instruction requires a transfer of units—
to an entity which is not a natural or legal person;
to a minor (which in relation to a participating issuer constituted under the law of Scotland, shall mean a person under 16 years of age);
to be held jointly in the names of more persons than is permitted under the terms of the issue of the security; or
where, in relation to the Operator-instruction, the participating issuer has actual notice from the Operator of any of the matters specified in regulation 29(5)(a)(i) to (iii).
A participating issuer shall notify the Operator by issuer-instruction whether he has registered a transfer in response to an Operator-instruction to do so.
A participating issuer shall not register a transfer of title to uncertificated units of a security on a register of securities unless he is required to do so by an Operator-instruction, an order of a court in the United Kingdom, by regulation 35(2), or by or under an enactment.
Paragraph (5) shall not be taken to prevent a participating issuer from entering a person on a register of securities to whom title to uncertificated units of a security has been transmitted by operation of law.
Any purported registration of a transfer of title to an uncertificated unit of a security other than in accordance with this regulation shall be of no effect.
Subsection (5) of section 183 of the 1985 Act shall apply in relation to a refusal by a participating issuer to register a transfer of securities in any of the circumstances specified in paragraph (1), as it applies in relation to a refusal by a company to register a transfer of shares or debentures; and in that subsection as it so applies the reference to the date on which the transfer was lodged with the company shall be taken to be a reference to the date on which the Operator-instruction was received by the participating issuer.
Such sanctions as apply to a company and its officers in the event of a default in complying with subsection (5) of that section shall apply to a participating issuer and his officers in the event of a default in complying with subsection (5) of that section as applied by paragraph (8).