Companies Act 2014 section 1143

Preservation of rights of holders of securities

Section 1143 deals with the protection of rights belonging to holders of securities (other than shares) with special rights attached, when their company is being acquired through a merger.

• Holders of securities (other than shares) with special rights in an acquired company must be given at least equivalent rights in the successor company.
• This protection does not apply where the alteration of rights has been approved by a majority of those security holders at a dedicated meeting, or by each holder individually.
• The protection also does not apply where the terms of the securities entitle holders to have their securities purchased by the successor company.
• The section originates from Regulation 18 of the European Communities (Mergers and Division of Companies) Regulations 1987 (S.I. No. 137 of 1987).