Companies Act 2014 section 1251

Variation of company capital

Section 1251 modifies the rules on variation of company capital (set out in section 83) as they apply to unlimited companies (ULCs) and public unlimited companies (PUCs).

• The general rules for varying company capital under section 83 apply to ULCs and PUCs, but with specific modifications.
• A special resolution is required to vary the capital of a ULC or PUC, rather than the ordinary resolution that applies to private limited companies.
• When subdividing shares, ULCs and PUCs are not bound by the requirement that the proportion of paid-up to unpaid amounts on each subdivided share must match the original share.
• These modifications reflect the different nature of unlimited companies, where members have unlimited liability and therefore greater flexibility in how share capital is restructured.