Companies Act 2014 section 498

Meetings of classes of shareholder

Section 498 deals with how the rights of different classes of shareholders must be handled when a company division affects those rights, by applying the standard rules for varying class rights with certain exclusions.

• Where a company involved in a division has different classes of shares, any change to the rights of those classes caused by the division must follow the standard rules for varying class rights.
• The standard rules are those set out in Chapter 4 of Part 3 of the Companies Act 2014, which governs how rights attached to any class of shares may be varied.
• However, two specific provisions are excluded from applying in this context: section 88(9) and section 89.
• This section mirrors the equivalent provision for mergers (section 475) but adapted for divisions.