• Public Companies

    • 591. Public company reducing capital below authorised minimum

      (1) This section applies where the Court makes an order confirming a reduction of a public company’s capital that has the effect of bringing its allotted share capital below the authorised minimum.
      (2) The Registrar must not register the order unless either-
      (a) the Court so directs, or
      (b) the company is first re-registered as a private company.
      (3) Section 592 provides an expedited procedure for re-registration in these circumstances.

    • 592. Expedited procedure for re-registration as a private company

      (1) The Court may authorise the company to be re-registered as a private company without its having passed the special resolution required by section 81(1) (re-registration of public company as private limited company).
      (2) If it does so, the Court must specify in the order the changes to the company’s name and articles to be made in connection with the re-registration.
      (3) The company may then be re-registered as a private company if an application to that effect is delivered to the Registrar together with-
      (a) a copy of the Court’s order, and
      (b) notice of the company’s name, and a copy of the company’s articles, as altered by the Court’s order.
      (4) On receipt of such an application the Registrar must issue a certificate of incorporation altered to meet the circumstances of the case.
      (5) The certificate must state that it is issued on re-registration and the date on which it is issued.
      (6) On the issue of the certificate-
      (a) the company by virtue of the issue of the certificate becomes a private company, and
      (b) the changes in the company’s name and articles take effect.
      (7) The certificate is conclusive evidence that the requirements of these Regulations as to re-registration have been complied with.
      (8) The certificate of incorporation shall comply with the provisions of section 940 (Form and right to certificate of incorporation).