211 Requirements for payment out of capital

211.1 Overview

Unless a private company is purchasing its own shares for the purposes of, or pursuant to, an employees' share scheme1, it may only redeem or purchase its own shares out of capital if the following requirements are met2:

  1. 211.1.1

        the directors must make a statement in the prescribed form supported by an auditor’s report (Companies Act 2006 Section 714);

  2. 211.1.2

        the shareholders must approve the payment by special resolution (Companies Act 2006 Section 716);

  3. 211.1.3

        the company must issue a public notice

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