Commonwealth Numbered Acts

CORPORATIONS ACT 1989 No. 109 of 1989 - SECT 1095

1095. (1) The certification by a company of an instrument of transfer of
shares in, debentures of, or interests made available by, the company shall be
taken as a representation by the company to any person acting on the faith of
the certification that there have been produced to the company such documents
as on the face of them show prima facie title to the shares, debentures or
interests in the transferor named in the instrument of transfer but not as a
representation that the transferor has any title to the shares, debentures or
interests.

(2) Where a person acts on the faith of a false certification by a company
made negligently, the company is under the same liability to the person as if
the certification had been made fraudulently.

(3) Where a certification is expressed to be limited to 42 days or any longer
period from the date of certification, the company and its officers are not,
in the absence of fraud, liable in respect of the registration of any transfer
of shares, debentures or interests comprised in the certification after the
end of the period so limited or any extension of that period given by the
company if the instrument of transfer has not, within that period, been lodged
with the company for registration.

(4) For the purposes of this section:

   (a)  an instrument of transfer shall be deemed to be certified if it bears
the words "certificate lodged" or words to the like effect;

   (b)  the certification of an instrument of transfer shall be deemed to be
        made by a company if:

        (i)    the person issuing the instrument is a person authorised to
               issue certified instruments of transfer on the company's
               behalf; and

        (ii)   the certification is signed by a person authorised to certify
               transfers on the company's behalf or by an officer of the
               company or of a body corporate so authorised; and

   (c)  a certification that purports to be authenticated by a person's
        signature or initials (whether handwritten or not) shall be deemed to
        be signed by the person unless it is shown that the signature or
        initials was not or were not placed there by the person and was not or
        were not placed there by any other person authorised to use the
        signature or initials for the purpose of certifying transfers on the
        company's behalf.