Companies Act 2014 section 1037

Special provisions as to issue of shares to subscribers

Section 1037 requires that subscribers to the constitution of a PLC must pay for their initial shares, including any share premium, in cash.

  • Subscribers who undertake in the PLC's constitution to take up shares must pay for those shares entirely in cash, including any premium
  • This cash-only requirement applies solely to shares taken under the original undertaking in the constitution, not to any shares the subscriber may acquire later
  • The rationale for this rule is to avoid the need for an expert's valuation report and the associated complex procedures that would be required if non-cash consideration were permitted
  • If a PLC allows such shares to be paid up other than in cash, both the company and any officer in default commit a category 3 offence

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