Companies Act 2014 section 479

Preservation of rights of holders of securities

Section 479 deals with the protection of special rights held by security holders (other than shareholders) when a company they hold securities in is being acquired, ensuring those rights carry over to the successor company.

• Holders of securities with special rights (other than shares) in a company being acquired must be given at least equivalent rights in the successor company.
• This protection does not apply if the alteration of rights has been approved by a majority vote of those security holders at a meeting held for that purpose.
• The protection also does not apply if the alteration has been approved individually by each of the affected security holders.
• The requirement is similarly disapplied where the terms of the securities already entitle the holders to have their securities purchased by the successor company.