Companies Act 2014 section 1034

Expert's report on non-cash assets acquired from subscribers, etc.

Section 1034 requires that when a PLC proposes to acquire non-cash assets from certain connected persons during an initial period, and the value of the transaction is at least one-tenth of the company's issued share capital, the acquisition must be independently valued, reported on, and approved by the members.

• A PLC must obtain an independent expert's valuation and report before acquiring non-cash assets worth 10% or more of issued share capital from subscribers or members during the first two years of trading or re-registration
• The report must be circulated to members and the transaction approved by ordinary resolution, with exemptions for transactions in the ordinary course of business and those supervised by the court
• If the PLC enters into such an agreement without meeting these requirements, the agreement is void to the extent not yet carried out, and the PLC can recover any consideration already paid
• Contravention of this section by the PLC or any officer in default is a category 3 offence

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