Companies Act · 2021 Revised Edition · Part · Share Capital and Debentures Prospectus
53. Power of company limited by shares to alter share capital
Official textFrom Attorney General's Chambers, unchanged
A company limited by shares or a company limited by guarantee and having a share capital, if so authorised by its articles, may alter the conditions of its memorandum as follows -
company limited by shares
"company limited by shares" means a company referred to in section 4(2)(a);
increase its share capital by new shares of such amount as it thinks expedient;
consolidate and divide all or any of its share capital into shares of larger amount than its existing shares;
convert all or any of its paid-up shares into stock, and re-convert that stock into paid-up shares of any denomination;
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Companies
subdivide its shares or any of them into shares of smaller amount than is fixed by the memorandum, so, however, that in the subdivision the proportion between the amount paid and the amount, if any, unpaid on each reduced share shall be the same as it was in the case of the share from which the reduced share is derived;
cancel shares which, at the date of the passing of the resolution in that behalf, have not been taken or agreed to be taken by any person, and diminish the amount of its share capital by the amount of the shares so cancelled.
The powers conferred by this section must be exercised by the company in general meeting.
A cancellation of shares in pursuance of this section is not deemed to be a reduction of share capital within the meaning of this Act.
share
"share" means share in the share capital of a company, and includes stock except where a distinction between stock and shares is expressed or implied;
Terms defined in s 2
articles
Defined · s 2"articles" means the articles of association of a company, as originally framed or as altered by special resolution, including, so far as they apply to the company, the regulations contained in Table A in Schedule 1;
company limited by guarantee
Defined · s 2"company limited by guarantee" means a company referred to in section 4(2)(b);
company limited by shares
Defined · s 2"company limited by shares" means a company referred to in section 4(2)(a);
memorandum
Defined · s 2"memorandum" means the memorandum of association of a company, as originally framed or as altered in pursuance of any written law;
share
Defined · s 2"share" means share in the share capital of a company, and includes stock except where a distinction between stock and shares is expressed or implied;
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Management and Administration Registered Office and Name
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Part 8
Part 9
Part
Restrictions on Sale of Shares and Offers of Shares for Sale
Part
Prohibition of Partnerships with More Than Twenty Members
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