Companies Act 2014 section 200

Interpretation (Chapter 7)

Section 200 defines the key terms used throughout Chapter 7, which governs the Summary Approval Procedure β€” a single, unified validation process that a company must follow before it can carry out certain significant corporate activities.

  • The Summary Approval Procedure is a standardised process combining a special resolution and a directors' declaration, required before a company can undertake certain significant corporate activities known as "restricted activities"
  • Restricted activities include financial assistance for share acquisitions, reductions in company capital, capital variations on reorganisations, treatment of pre-acquisition profits, loans to directors and connected persons, mergers, and members' voluntary winding up
  • A restricted activity is either outright prohibited unless the Summary Approval Procedure is used, or permitted provided the Summary Approval Procedure is followed where no alternative procedure (such as a court-approved route) has been chosen
  • Resolutions under this procedure are normally special resolutions and may be passed in writing, except in the case of a merger, where a unanimous written resolution is required

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