Companies Act 2014 section 1293

Shares allotted by company applying to re-register as PLC between balance sheet date and passing of special resolution

Section 1293 deals with the valuation requirements that apply when a company seeking to re-register as a PLC has allotted shares paid up otherwise than in cash during the period between the balance sheet date and the passing of the special resolution to re-register.

  • Where shares are allotted between the balance sheet date and the special resolution date, and those shares are fully or partly paid up otherwise than in cash, special valuation rules apply
  • The company cannot apply to re-register as a PLC unless the non-cash consideration for those shares has been independently valued in accordance with the PLC share capital rules in Chapter 3 of Part 17
  • A valuation report on the non-cash consideration must have been made to the company within the six months immediately before the date of the allotment
  • Certain exemptions that disapply the valuation requirement for PLCs under section 1028 also apply here, so that if a valuation would not be required for a PLC allotting shares in the same circumstances, it is equally not required for a re-registering company

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