If a company has more than one register, and any changes must be
recorded on one of the registers, the relevant securities are
situate in the place where that register is required by law to be
kept - not in the place of the head office of the company
In Brassard v Smith [1925] AC 371. “The true
test”, per Lord Dunedin, at p 376, is “where could the
shares be effectively dealt with?”: the last three words were
explained by Viscount Maughan in R v Williams [1942] AC 541 at
p 558 as meaning “effectively dealt with as between the
shareholder and the company, so that the transferee will be legally
entitled to all the rights of a member”.
