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Jurisdiction(s):
United Kingdom
Related legal acts
Key definition
Shares definition

What does Shares mean? In company law practice, a share is a unit of a member’s interest in a company, carrying the rights and obligations attached to its class (for example, voting, dividends and return of capital on a winding up). The Companies Act 2006 simply states that a share is a share in a company’s share capital; the Irish Companies Act 2014 adopts a broadly equivalent approach. Usage and effect are consistent across England & Wales, Scotland, Northern Ireland and Ireland. A company’s share capital comprises the number of shares it allots and issues to investors on or after incorporation. Those...

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Security over CREST-held uncertificated shares: legal and equitable mortgages (escrow), documentation, perfection, priority, enforcement, and Takeover Code/disclosure considerations

Practice notes
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In commercial finance, Shares are often pledged as security for a loan. Practice Note: Taking security over shares sets out the general approach to securing interests over shares. This Practice Note concentrates on issues specific to security over shares held in CREST, the UK’s clearing and settlement system. It explains:

  • the characteristics of registered shares and the distinction between certificated and uncertificated shares
  • what CREST is and the ways shares can be held within CREST
  • methods of taking security over shares held in CREST
  • specific issues arising when securing shares in CREST and key points for documenting that security
  • perfection and Priority considerations for CREST share security
  • how to enforce security over CREST-held shares

Where a settlement bank takes security over CREST-held shares, different considerations apply; these fall outside the scope of this Practice Note. For more information, see commentary: CREST payments: Tolley’s Company Law Service [C8041].

Types of shares

Registered shares

With bearer shares abolished, all shares are now registered. Ownership of a registered share involves two stages:

  • first, the
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Web page updated on 21/05/2026

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Date [ date ] Parties [ name of Landlord ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] (Landlord) [ name of Tenant ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] (Tenant) [ [ name of Guarantor ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] (Guarantor) ] [ [ name of Mortgagee ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] (Mortgagee) ] Definitions Within this Deed, the terms below shall be interpreted as follows: [ Annual Rent • the annual sum reserved under the Lease; ] [ Insurance Rent • the Tenant’s share of the Landlord’s costs of insuring the Property (as set out in the Lease); ] Lease • the lease of the Property dated [ date ], entered into between (1) [ the Landlord OR [ name ...

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I, [ name ], of [ address ], solemnly and sincerely state that: [ Matters to be verified, set out in numbered paragraphs ] I make this solemn statement in good conscience, believing it to be true, and pursuant to the provisions of the Statutory Declarations Act 1835. DECLARED at [ details ] this [ day ] day of [ month and year ] Before me ................................................................................ [ signature of the person before whom the declaration is made ] A [ commissioner for oaths OR [ solicitor OR [ insert other qualification ] ] authorised to administer oaths ]...

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