Companies Act 2014 section 70

Supplemental and additional provisions as regards allotments

Section 70 sets out supplementary rules governing the allotment of shares, including definitions, filing requirements, the timing of allotment, liability for breaches of pre-emption rights, and transitional provisions for authorities granted under earlier legislation.

• Shares offered to an existing shareholder may be allotted to that shareholder or to anyone to whom the shareholder has renounced the right, and directors may still allot shares after their authority expires if the original authority permitted offers or agreements that contemplated post-expiry allotments.
• For these purposes, "allot" includes an agreement to allot, "shares" includes rights to subscribe for or convert securities into shares, and "holder of shares" covers anyone who held shares within the 28 days ending the day before the directors' specified record date for the offer.
• When shares are allotted, particulars must be filed with the Registrar within 30 days; failure to do so is a category 4 offence, though a breach of these rules does not invalidate the allotment itself.
• Where pre-emption rights under section 69(6) are contravened, the company and any officer who knowingly permitted the breach are jointly and severally liable to compensate any person who should have received an offer, but proceedings must be commenced within two years of the return of allotments being delivered to the Registrar.

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