Companies Act · 2021 Revised Edition · Part · Share Capital and Debentures Prospectus
58. Special resolution for reduction of share capital
Official textFrom Attorney General's Chambers, unchanged
Subject to confirmation by the Court, a company limited by shares or a company limited by guarantee and having a share capital may, if so authorised by its articles, by special resolution reduce its share capital in any way, and in particular, without prejudice to the generality of the foregoing power, may -
company limited by shares
"company limited by shares" means a company referred to in section 4(2)(a);
extinguish or reduce the liability on any of its shares in respect of share capital not paid-up;
either with or without extinguishing or reducing liability on any of its shares, cancel any paid-up share capital which is lost or unrepresented by available assets; or
either with or without extinguishing or reducing liability on any of its shares, pay off any paid-up share capital which is in excess of the wants of the company, and may, if and so far as is necessary, alter its memorandum by reducing the amount of its share capital and of its shares accordingly.
A special resolution under this section is referred to in this
Act as a resolution for reducing share capital.
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;
Part 3
Part
Management and Administration Registered Office and Name
Part 5
Part 6
Part 7
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
Part