Glossary

Bearer share

Shares in which the issuer promises performance solely to the respective holder, not to a named person.

In contrast to registered shares, the owner is not named on a bearer share and does not generally have to provide proof of legal ownership of the share.

Bearer shares are transferred informally by handover and agreement, without the need to make any changes to the certificate. This makes them highly exchangeable (fungible) and easily tradable. 

According to Section 10 (1) sentence 1 AktG, registered shares are now the norm. The law states: “The shares are registered shares.”

This provision represents a change compared to the previous legal situation. Until the 2016 amendment to the German Stock Corporation Act, stock corporations were free to choose between bearer and registered shares. Today, however, registered shares are the standard form of securitization for shares.

Bearer shares can only be issued in two exceptional cases:

• If the company is listed on the stock exchange
• If, in the case of unlisted companies, the shareholder's right to individual securitization is excluded and the global certificate is deposited with a body specified in the law.

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