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Billy holds 20% of the fully-paid shares of GameStation Pty Ltd (GameStation), a company that produces home entertainment systems and that has adopted the replaceable

Billy holds 20% of the fully-paid shares of GameStation Pty Ltd (GameStation), a company that produces home entertainment systems and that has adopted the replaceable rules. To finance a luxury holiday in Europe, Billy decides to sell half of his GameStation shares to Tom, a media entrepreneur who also has a significant shareholding in Y-Box Ltd, a rival entertainment company. Tom pays Billy $23.60 per share (the shares are currently trading at $22.00). Billy signs a contract of transfer and sends it together with his share certificate to GameStation. In the accompanying letter, Billy asks GameStation to register Tom as the new shareholder of 10% of the GameStation shares and to issue new share certificates for both Billy and Tom. After sending the letter to GameStation, Billy leaves for Europe. He enjoyed his holiday greatly; until he suffered a heart attack while climbing the stairs of the Eiffel Tower in Paris and died on the way to hospital. Billys 17 year old son, Jerry, as his sole heir, inherited the remaining 10% shareholding in GameStation. The board of GameStation refuses to register Tom and Jerry as shareholders without giving a reason. It is rumoured that the board fears a takeover attempt by Tom and doesn't want shareholders like Jerry who have no clue about the home entertainment industry. Explain to the GameStation board the share transfer requirements in the Corporations Act 2001, and in particular whether their refusal to register both Tom and Jerry as shareholders can be challenged?

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