Companies Act 2014 section 84

Reduction in company capital

Section 84 sets out the ways in which a company may reduce its company capital, the procedures required to do so, and the consequences of non-compliance.

  • A company may reduce its capital in any way it sees fit, provided its constitution does not prevent this, including by extinguishing unpaid share liabilities, cancelling lost capital, or returning surplus capital.
  • A capital reduction must be carried out either through the Summary Approval Procedure or by passing a special resolution confirmed by the court.
  • Where the Summary Approval Procedure is used, the reduction takes effect on the date specified in the special resolution or, if no date is specified, 12 months after the resolution is passed.
  • Any capital reduction carried out other than in accordance with this section is voidable, and the company and any officer in default commit a category 3 offence.

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