Allotment and issue of shares—listed companies
Allotment and issue of shares—listed companies

The following Corporate guidance note provides comprehensive and up to date legal information covering:

  • Allotment and issue of shares—listed companies
  • Preliminary considerations
  • Allotment of shares
  • Circular to shareholders
  • Allotments where the issue of the shares is not fully subscribed
  • Validity of the authority to allot
  • Payment methods
  • Valuation of non-cash consideration for shares
  • Documents to be filed with Companies House
  • Other CA 2006 requirements following allotment
  • more

The allotment and issue of shares is governed by statutory rules, which differ according to the type of company which is proposing the allotment (private or public, listed or unlisted) and whether that company has a single or multiple classes of shares.

This Practice Note covers the issues relating to allotment and issue of shares for listed companies. A listed company has obligations pursuant to provisions of the Companies Act 2006 (CA 2006) and the Listing Rules (the LRs). It may also observe the guidelines issued by institutional investor bodies, such as the Investment Association (IA), the Pensions and Lifetime Savings Association (PLSA) (formerly the National Association of Pension Funds (NAPF)), Pensions & Investment Research Consultants Ltd (PIRC) and Institutional Shareholder Services, Inc. (ISS).

For general information on the allotment and issue of shares, see Practice Note: Allotment and issue of shares—introductory points. For information on the allotment and issue of shares for other types of companies, see Practice Notes: Allotment and issue of shares—private companies with one class of shares and Allotment and issue of shares—private companies with more than one class of share and public unlisted companies.

Subject to certain exceptions, a director of a public company must not exercise any power of the company to allot shares in the company or to grant rights to subscribe for, or to convert any