Companies Act 2014 section 1286

Additional statements required of company that is to have a share capital on its re-registration

Section 1286 sets out the additional documentation that must be filed with the Registrar when a company without share capital applies to re-register as a company with share capital.

  • A company without share capital that wishes to re-register as a company with share capital must deliver two additional statements to the Registrar alongside the standard re-registration application under section 1285.
  • A "statement of initial shareholdings" must be provided, setting out for each member the number and nominal value of shares they will take on re-registration, and any amount payable per share (whether on account of nominal value or by way of premium).
  • A "statement of share capital" must also be provided, with its contents varying depending on whether the resulting company will be a private company limited by shares or another type of company.
  • Where the resulting company will not be a private company limited by shares, the statement of share capital must include the total number and aggregate nominal value of all shares, plus a breakdown for each class of shares showing totals, aggregate nominal values, and amounts paid up and unpaid on each share.

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