A private company is not a public company within the meaning of the Companies Act 2006 and is prohibited from making any offer of securities of the company to the public.

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A company limited by shares can either be a private or public company limited by shares (compare with unlimited company and company limited by guarantee). While many of the key features of all companies limited by shares are similar (separate legal personality, limited liability, etc), the private limited company is distinguished by having no minimum issued share capital, no restriction on amount paid up on shares in issue, and the fact that shares cannot be offered to the public (CA 2006, s 755). Private limited companies must have at least one director (CA 2006, s 154), and are not required to have a company secretary, although they may choose to do so (CA 2006, s 270). Subject to certain statutory exceptions, the company's name must include the word 'limited' or 'ltd' (or the Welsh equivalents) (CA 2006, s 59).

A limited company that proposes to carry out a redemption of redeemable shares must comply with the provisions of the Companies Act 2006 (CA 2006). In addition to the provisions of CA 2006, there are other rules and guidelines that are relevant to a listed company or an AIM company. For a discussion of the legal requirements that a company must comply with in order to issue redeemable shares, and the reasons why a company may redeem its shares, see Practice Note: Issue of redeemable shares. Initial considerations Before proceeding with a redemption of shares, a private limited company should consider: • the terms, conditions and manner of the redemption of those shares • whether its share capital meets the requirements for a redemption of shares laid down by CA 2006, Pt 18 • any approvals that may need to be obtained in relation to the redemption of shares • the relevance of CA 2006 provisions relating to substantial property transactions to the redemption of shares • whether the company's banking facilities contain any restrictions that

A limited company may buy back shares in itself, if certain conditions set out in the Companies Act 2006 (CA 2006) are met. This is known as a share buyback or a purchase of own shares. In addition to the provisions of the CA 2006, there are other rules and guidelines that are relevant to a listed company or an AIM company. A private limited company will only buy back its shares off-market. Therefore, this checklist does not deal with on-market share buybacks. For an introduction to share buybacks, including an explanation of the differences between an off-market share buyback and an on-market share buyback, see Practice Note: Share buybacks—the legal framework. Preliminary issues Before proceeding with a share buyback, a private limited company should consider a number of issues and may need to take a number of steps. For further information, see Practice Notes: Private company share buybacks—initial considerations and Tax issues on share buybacks for corporate lawyers. Articles of association and shareholders' agreements:

A limited company may buy back shares in itself, if certain conditions set out in the Companies Act 2006 (CA 2006) are met. This is known as a share buyback or a purchase of own shares. In addition to the provisions of the CA 2006, there are other rules and guidelines that are relevant to a listed company or an AIM company. A private limited company may buy back its shares out of capital in accordance with CA 2006, Pt 18, Ch 5 (CA 2006, ss 709–723), subject to any restriction or prohibition in the company's articles of association. A private limited company will only buy back its shares off-market. Therefore, this checklist does not deal with on-market share buybacks. For an introduction to share buybacks, including an explanation of the differences between an off-market share buyback and an on-market share buyback, see Practice Note: Share buybacks—the legal framework. Preliminary issues Before proceeding with a share buyback that is to be financed out of capital in accordance

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A limited company may buy back shares in itself, if certain conditions set out in the Companies Act 2006 (CA 2006) are met. This is known as a share buyback or a purchase of own shares. In addition to the provisions of CA 2006, there are other rules and guidelines that are relevant to a listed company or an AIM company that is to buy back its own shares. The restrictions in CA 2006 relating to share buybacks do not apply to unlimited companies. For further information on this type of company, see Practice Note: Unlimited companies. For a summary of the process for carrying out a share buyback, see Practice Note: How to carry out a share buyback. For a consideration of the legal framework applicable to a share buyback and the reasons why a company may carry one out, see Practice Note: Share buybacks—the legal framework. For a discussion of the key issues to be considered when a share buyback is proposed, including a company's power to carry out a share buyback and any

A limited company may buy back shares in itself, if certain conditions set out in the Companies Act 2006 (CA 2006) are met. This is known as a share buyback or a purchase of own shares. In addition to the provisions of CA 2006, there are other rules and guidelines that are relevant to a listed company or an AIM company that is to buy back its own shares. The restrictions in CA 2006 relating to share buybacks do not apply to unlimited companies. For further information on this type of company, see Practice Note: Unlimited companies. For a summary of the process for carrying out a share buyback, see Practice Note: How to carry out a share buyback. For a consideration of the legal framework applicable to a share buyback and the reasons why a company may carry one out, see Practice Note: Share buybacks—the legal framework. Off-market or on-market? Only one type of share buyback is possible for a private limited company. It may only make an off-market purchase of shares. Therefore,

A limited company may buy back shares in itself, if certain conditions set out in the Companies Act 2006 (CA 2006) are met. This is known as a share buyback or a purchase of own shares. The restrictions in CA 2006 relating to share buybacks do not apply to unlimited companies. For further information on this type of company, see Practice Note: Unlimited companies. For a summary of the regime for carrying out a share buyback, see Practice Note: How to carry out a share buyback. For a consideration of the law applicable to a share buyback and information on why a company might wish to carry one out, see Practice Note: Share buybacks—the legal framework. Off-market or on-market? Only one type of share buyback is possible for a private limited company because it may only make an off-market purchase of shares (therefore, it can only carry out an off-market share buyback). As a result, this Practice Note does not deal with an on-market share

A limited company may buy back shares in itself, if certain conditions set out in the Companies Act 2006 (CA 2006) are met. This is known as a share buyback or a purchase of own shares. In addition to the provisions of CA 2006, there are other rules and guidelines that are relevant to a listed company or an AIM company that is to buy back its own shares. The restrictions in CA 2006 relating to share buybacks do not apply to unlimited companies. For further information on this type of company, see Practice Note: Unlimited companies. For a summary of the process for carrying out a share buyback, see Practice Note: How to carry out a share buyback. For a consideration of the legal framework applicable to a share buyback and the reasons why a company may carry one out, see Practice Note: Share buybacks—the legal framework. Off-market or on-market? Only one type of share buyback is possible for a private limited