Companies Act 2014 section 485

Interpretation (Chapter 4)

Section 485 provides definitions of the key terms used throughout Chapter 4, which deals with divisions of companies.

• A "division" means either a division by acquisition (where existing companies take over parts of the transferor company) or a division by formation of new companies, as further defined in section 487.
• The "share exchange ratio" is the number of shares or securities in a successor company that members of the transferor company will receive for a given number of their existing shares or securities.
• Where a company is being wound up, the term "director" means the liquidator; the terms "successor company" and "transferor company" are defined by reference to section 487(1).
• Any reference to the "acquisition of a company" in this Chapter means the acquisition of that company's assets and liabilities by way of a division under this Chapter.