Companies Act 2014 section 90

Registration of particulars of special rights

Section 90 requires companies to notify the Registrar of any special rights attaching to shares, any variations to those rights, or any naming or renaming of share classes, where these are not already recorded in the company's constitution or in a registrable resolution or agreement.

• When a company allots shares with rights not stated in its constitution or a registrable agreement, it must file particulars of those rights with the Registrar within 30 days, unless the new shares are in all respects uniform with shares previously allotted
• Shares are not treated as different from previously allotted shares merely because they carry different dividend rights during the first 12 months after allotment
• Any variation of share rights, or any assignment or reassignment of a name or designation to a class of shares, that occurs outside the constitution or a registrable resolution must also be notified to the Registrar within 30 days
• Failure to comply with any of these requirements is a category 4 offence for both the company and any officer in default