Companies Act 2014 section 1191

Limitation on offers by CLGs of securities to the public

Section 1191 restricts companies limited by guarantee (CLGs) from having their securities traded or listed on any market, while preserving a limited exception for debentures.

• A CLG must not apply to have its securities, or interests in them, admitted to trading or listed on any market, whether regulated or unregulated, in the State or elsewhere.
• A CLG must not have its securities, or interests in them, actually admitted to trading or listed on any such market.
• The sole exception to this prohibition is for debentures, or interests in them, which may be admitted to trading or listed on a market for the specific purposes set out in section 68(3).
• This section adapts the general rules on offers of securities to the public (originally set out in section 68 for private companies limited by shares) to operate in the context of a CLG.

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