CHAPTER 353 - LOCAL LOANS (REGISTERED STOCK AND SECURITIES) ACT

INDEX TO SUBSIDIARY LEGISLATION

Local Loans (Substituted Bonds and Stock) Regulations

Local Loans (Registered Stock) Regulations

LOCAL LOANS (SUBSTITUTED BONDS AND STOCK) REGULATIONS

[Section 35]

Arrangement of Regulations

   Regulation

PART I
PRELIMINARY

   1.   Title

   2.   Interpretation

   3.   Application

PART II
REGISTRATION OF SUBSTITUTED BONDS AND STOCK

   4.   Register of stock

   5.   Issue of certificates

   6.   Specifications of certificates

PART III
TRANSFER OF SUBSTITUTED BONDS AND STOCK

   7.   Transfer by instrument in writing

   8.   Execution of instrument of transfer

   9.   Transfer to be entered in register

   10.   Transferor deemed to remain holder

   11.   Conditions of transfer

   12.   Evidence may be required

   13.   Period and notice of transfer

PART IV
REPRESENTATIVE STOCKHOLDERS

   14.   Transfer by executors, etc.

   15.   Trustees

   16.   Notice of trust not required to be entered in register or certificate

PART V
PAYMENT OF INTEREST ON SUBSTITUTED BONDS AND STOCK

   17.   Payment of interest

   18.   Closing of register

PART VI
MISCELLANEOUS PROVISIONS

   19.   Authority for transfer and power of attorney

   20.   Where Registrar may refuse to recognise instrument

   21.   Execution of instruments by bodies corporate

[Regulations by the Minister]

SI 190 of 1965.

PART I
PRELIMINARY

1. Title

These Regulations may be cited as the Local Loans (Substituted Bonds and Stock) Regulations.

2. Interpretation

In these Regulations, unless the context otherwise requires—

“certificate” means a certificate or a duplicate certificate issued in terms of regulation 5 representing an amount of substituted bonds or stock;

“register” means a register kept in terms of regulation 4 in respect of an issue of substituted bonds or stock;

“Registrar” means a registrar appointed under the provisions of sub-section (2) of section 35 of the Act;

“stockholder” means a person who is a holder for the time being of an amount of substituted bonds or stock.

“the Order in Council” means the Federation of Rhodesia and Nyasaland (Dissolution) Order in council, 1963;

3. Application

These Regulations shall only apply to substituted bonds or stock issued under section 12 of the Order in council and section 35 of the Act.

PART II
REGISTRATION OF SUBSTITUTED BONDS AND STOCK

4. Register of stock

   (1) The Registrar shall keep a register in respect of every issue of substituted bonds or stock, wherein shall be entered—

      (a)   the names and addresses of all stockholders; and

      (b)   the amount of the substituted bonds or stock of that issue held by such stockholders.

   (2) In the event of the redemption of any issue of substituted bonds or stock, the Registrar may close the register relating to such issue for transfers of amounts of substituted bonds or stock of that issue for a period of not more than thirty days immediately preceding the redemption date.

5. Issue of certificates

   (1) Every person—

      (a)   whose name is entered in a register at the time of issue of any substituted bonds or stock as being the holder of an amount of such substituted bonds or stock; or

      (b)   to whom an amount of any substituted bonds or stock is transferred;

shall be entitled, without payment, to be issued by the Registrar with a certificate or certificates representing that amount of such substituted bonds or stock.

   (2) If a certificate is defaced, lost or destroyed, the Registrar may issue a duplicate certificate subject to—

      (a)   the payment to the Registrar of a charge equivalent to the actual costs thereby incurred by the Registrar;

      (b)   where the duplicate certificate is issued in respect of a defaced certificate, the surrender to the Registrar of the defaced certificate; and

      (c)   such other conditions as the Registrar may reasonably deem necessary.

   (3) If an amount of any substituted bonds or stock is transferred and the provisions of regulation 11 have been satisfied in respect of an amount of substituted bonds or stock exceeding the amount specified in the instrument of transfer, the person by whom the amount was transferred shall be entitled, without payment, to be issued by the Registrar with a certificate representing the amount of the excess.

   (4) Notwithstanding anything in this regulation contained, where the names of two or more persons are entered in a register as being joint stockholders, it shall not be necessary for the Registrar to issue more than one certificate in respect of the amount of substituted bonds or stock in respect of which such persons are joint stockholders, and the delivery of a certificate representing that amount of substituted bonds or stock to one of the several joint stockholders shall be sufficient delivery to all of them.

6. Specifications of certificates

   (1) A certificate shall specify the amount and issue of the substituted bonds or stock of which the person specified therein is the holder, and shall be signed by the Registrar or a person authorised in that behalf by the Registrar and by such other person as the Registrar may direct.

   (2) A certificate shall be evidence of the title of the person specified therein to the amount of substituted bonds or stock of the issue specified therein.

PART III
TRANSFER OF SUBSTITUTED BONDS AND STOCK

7. Transfer by instrument in writing

Subject to the provisions of these Regulations, substituted bonds or stock shall be transferable by instrument in writing in any usual or common form executed by the transferor and delivered to and retained by the Registrar.

8. Execution of instrument of transfer

The Registrar may refuse to give effect to a transfer of an amount of substituted bonds or stock unless—

      (a)   the execution of the instrument of transfer relating thereto by each party to the transfer is attested by at least one witness who is not a party to the transfer or the spouse of a party to the transfer; and

      (b)   the witness specifies in such instrument his usual place of residence or place of business.

9. Transfer to be entered in register

The Registrar shall give effect to a transfer of an amount of substituted bonds or stock by entering in the register relating to substituted bonds or stock of that issue such particulars as are requisite to show the effect of the transfer.

10. Transferor deemed to remain holder

The transferor of an amount of any substituted bonds or stock shall be deemed to remain the holder thereof until the Registrar has given effect to the transfer.

11. Conditions of transfer

   (1) The Registrar may refuse to give effect to a transfer of an amount of substituted bonds or stock unless—

      (a)   the instrument of transfer relating thereto is accompanied by a certificate representing, or certificates representing in the aggregate, an amount of substituted bonds or stock of the issue specified in such instrument of transfer not falling short of the amount specified therein, being a certificate or certificates wherein the name of the transferor is stated; or

      (b)   the instrument of transfer relating thereto is accompanied by a certificate representing, or certificates representing in the aggregate, an amount of substituted bonds or stock of the issue specified in such instrument of transfer equal to a part of the amount specified therein, being a certificate or certificates wherein the name of the transferor is stated and, as to the residue thereof, there is furnished to the Registrar such evidence as he may reasonably require that a certificate representing, or certificates representing in the aggregate, an amount of substituted bonds or stock of that issue not falling short of the residue, and being a certificate or certificates wherein the name of the transferor is stated, has or have been lost or destroyed; or

      (c)   there is furnished to the Registrar such evidence as he may reasonably require that a certificate representing, or certificates representing in the aggregate, an amount of substituted bonds or stock of the issue specified in the instrument of transfer not falling short of the amount specified therein, and being a certificate or certificates wherein the name of the transferor is stated, has or have been lost or destroyed.

   (2) Where the provisions of paragraph (b) or (c) of sub-regulation (1) have effect in respect of an amount of substituted bonds or stock, the Registrar may refuse to give effect to a transfer of any such amount unless there is furnished to him such indemnity against claims in respect of lost or destroyed certificates as he may reasonably require.

12. Evidence may be required

The Registrar may refuse to give effect to a transfer of an amount of substituted bonds or stock unless there is furnished to him, in addition to the certificate or other evidence furnished in terms of regulation 11 such evidence as he may reasonably require of the right of the transferor to make the transfer.

13. Period and notice of transfer

The Registrar shall not be required to give effect to a transfer of an amount of substituted bonds or stock until—

      (a)   the expiration of a period of ten days beginning with the day next following that on which the instrument of transfer relating thereto is delivered to the Registrar; or

      (b)   if before the expiration of the staid period, the Registrar sends to the person specified in the instrument of transfer as the transferor or, if two or more persons are specified in such instrument as the transferors, to one of those persons, a written notice informing him of the proposed transfer, the expiration of the period of ten days beginning with the day next following that on which such written notice was posted.

PART IV
REPRESENTATIVE STOCKHOLDERS

14. Transfer by executors, etc.

   (1) An amount of substituted bonds or stock entered in the register relating to substituted bonds or stock of that issue in the name of a deceased person shall be transferable by the executor in the estate of such person or, if there are two or more executors, by all the executors in such estate jointly.

   (2) The Registrar shall call for such evidence of the appointment of an executor or executors and his or their power to transfer substituted bonds or stock as he may consider necessary.

   (3) Any person in whom an amount of substituted bonds or stock vests in consequence of—

      (a)   the mental disorder of a stockholder;

      (b)   the insolvency or bankruptcy of a stockholder under any written law;

      (c)   the making by a stockholder of an assignment to or composition with his creditors; or

      (d)   the operation of law otherwise than by transfer in accordance with these Regulations;

shall, on producing such evidence of the capacity in respect of which he proposes to act or of his title as is by law sufficient, have the right to be registered as the holder of that amount of substituted bonds or stock and, additionally or alternatively, to make, subject to the provisions of these Regulations, such transfer of that amount of substituted bonds or stock as such stockholder could have made.

15. Trustees

   (1) A stockholder may be described in the register relating to the issue of substituted bonds or stock he holds as a trustee of a specified trust or as a trustee without specifying a trust.