Companies Act 2014 section 107

Assignment or release of company's right to purchase own shares

Section 107 prohibits a company from assigning its rights under an own-share purchase contract to a third party, while allowing the company to release those rights if authorised in advance by special resolution.

• Any attempt by a company to assign its rights under a share purchase contract authorised under section 105 is automatically void.
• A company may release (give up) its right to purchase its own shares under such a contract, but only if a special resolution has been passed before the release takes place.
• Any purported release that has not been authorised by special resolution in advance is also void.
• The procedural requirements of section 105 (subsections (5) to (9)) apply to the special resolution authorising the release, with references to the purchase contract being read as references to the release.