Companies Act 2014 section 775

Continuance of certain restrictions

Section 775 deals with the power to continue share restrictions even after a transfer or sale of shares has been permitted by the Corporate Enforcement Authority or the court.

• This section applies where the Authority or the court has permitted a transfer of restricted shares (under sections 769 or 771) or ordered a sale of restricted shares (under section 772)
• When permitting a transfer or ordering a sale, the direction or order may keep some or all of the restrictions on voting rights and rights to receive payments (as set out in section 768(2)(c) and (d)) in place, to the extent they relate to rights acquired or offers made before the share transfer
• This means that even though the shares change hands, certain pre-existing entitlements or obligations connected with those shares can remain subject to restrictions
• Any such continued restrictions can subsequently be varied or cancelled by a further direction from the Authority or a further order of the court