Amendment to Corp. Law on Stock/Transfer Book

Section 52 requires business corporations to keep a book known as the “Stock and transfer book.”
The Stock and transfer book must record all stock.
The book must record the names of the stockholders or members in alphabetical arrangement.
The book must record the installments paid and unpaid on all stock for which subscription has been made and the date of payment of any installments.
The book must record a statement of every alienation, sale, or transfer of stock, including the date of the transaction and by and to whom it was made.
The by-laws may prescribe additional entries to be made in the Stock and transfer book.

The Stock and transfer book must be kept at the corporation’s principal office.
The book must be open to inspection by any director, stockholder, or member.
Inspection must be allowed at reasonable hours.

The corporation may open a share register in any state or territory of the United States.
The corporation may employ an agent or agents to keep that share register and to record transfers of shares made in that state or territory, or elsewhere.
Transfers recorded in the U.S. share register must reflect the same transaction details required for valid transfers (showing the parties, date, certificate number, and share count) under the rule on validity.

No transfer of shares is valid except as between the parties until it is noted upon the share register.
The notation upon the share register must show:
- the names of the parties to the transaction,
- the date of the transfer,
- the number of the certificate, and
- the number of shares transferred.