Public Limited Companies
G
Public Limited Companies
G
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a special report by the auditors regarding the
nett assets of the company at the balance sheet
date in relation to the company's called up share
capital and its undistributed reserves.
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a valuation report regarding any shares issued
after the balance sheet date.
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a statutory declaration (on the prescribed form) regarding the authenticity of the resolution and any change in the company's circumstances since the
balance sheet date.
An unlimited company, in addition to the above must
include
The Court may also order a public company to be re-registered as private on approving a minute of reduction of share capital so that the issued share
capital falls below the statutory minimum. In such a
case a special resolution to re-register is not required.
Similarly a public company may be required to re-register as private on its issued capital falling below the statutory minimum by other means such as redemption, forfeiture
or repurchase of shares. In these cases a resolution is
required.
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a statement in the resolution that the liability of
the members is limited and what the company's
share capital is to be.
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Make such alterations to the memorandum and
articles of association necessary for them to
conform to those of a company limited by shares.
CAN A PLC RE-REGISTER AS A PRIVATE COMPANY?
A public company may re-register as a private company limited by shares or by guarantee by passing a Special
Resolution to do so. However, dissenting members may apply to the Court for cancellation of the resolution. Such an application must be made within 28 days of
the resolution being passed. The company cannot therefore be re-registered immediately as time has to
be allowed for any court application to be made.
6.
In all cases a resolution must also be passed to alter
the Memorandum and Articles of Association to those
required for a private company. The application for re-registration on form 53(b) must be accompanied by copies of the resolutions and copies of the
Memorandum and Articles as modified to meet the new
circumstances of the company.
WHAT IS THE COST OF RE-REGISTRATION?
The standard fee for re-registration is £50 or £200 for the premium same day service. If a change of name is
required at the same time, a change of name fee of £50
is also payable (£250 in total for the premium service).
7.