LPC Law Notes Business Law and Practice Notes
A collection of the best LPC BLP notes the director of Oxbridge Notes (an Oxford law graduate) could find after combing through dozens of LPC samples from outstanding students with the highest results in England and carefully evaluating each on accuracy, formatting, logical structure, spelling/grammar, conciseness and "wow-factor".
In short these are what we believe to be the strongest set of Business Law and Practice notes available in the UK this year. This collection of notes is fully updat...
The following is a more accessible plain text extract of the PDF sample above, taken from our Business Law and Practice Notes. Due to the challenges of extracting text from PDFs, it will have odd formatting:
Reduction of Capital
Aims
Create distributable reserves
Return surplus capital
Assist in buy-back or redemption of shares
Distribute assets
641(6) Are there restrictions or prohibitions in the Company’s articles?
Nothing in the Model Articles
642(1) Does reduction result in leaving members with only redeemable shares
Cannot reduce capital if it leaves only redeemable shares in issue
641(4) A company can
Reduce further liability on partly paid shares
Repay any paid-up share capital in excess of company’s wants
Cancel paid-up share capital that is lost or unrepresented by available assets
Public or Private company?
641(1)(b) Approve reduction by SPECIAL RESOLUTION
Confirmed by resolution of the court
645(1) Apply to the court to confirm resolution after it has passed
645(2) Does proposed reduction involve a diminution of liability in respect of unpaid share capital or the payment to a shareholder of any paid-up share capital?
646 Creditor entitled to object to reduction in capital if company will be unable to meet its debts
645(3) Unless the court directs otherwise
648 Court may make order confirming the reduction of capital on terms it thinks fit, but must not confirm the reduction unless it is satisfied with respect to every creditor entitled to object that consent has been obtained or the debt has been discharged, determined or secured
649(2) Directors make a statement of capital
649(1) On production of the order from the court & the statement of capital, approved by the court, Registrar register order & statement
650(2) Registrar cannot register the order where the reduction of capital has the effect of bringing the nominal value of the allotted share capital below the authorised minimum FOR PUBLIC COMPANIES unless the court directs, or the company is first re-registered as a private company
763(1) Authorised minimum is 50,000 or the Euro Equivalent
651(1) – (3) Court may authorise a company to be re-registered as a private company without the shareholders having passed a special resolution by section 97
Court must specify in order changes to name & articles that need to be made & send notice to the Registrar
59(1) Name must end with ltd or limited
651(4) On receipt of an application for re-registration from the court, the Registrar will issue a certificate of incorporation, stating that it was issued on re-registration & the date
101(4) On issue of the certificate, the company becomes a private company & the changes in name & articles take effect
101(5) The certificate is conclusive evidence that the requirements for re-registration have been complied with
29-30 send a copy of special resolution to reduce capital to Companies House within 15 days
113(2) Alter the register of members to reflect the change & deal with the share certificates
654(1) The reserve arising from the reduction of a company’s share capital is not distributable
EXCEPT 654(2) if the Secretary of State orders it so
Private Company
641(1)(a) Approve reduction of capital by SPECIAL...
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A collection of the best LPC BLP notes the director of Oxbridge Notes (an Oxford law graduate) could find after combing through dozens of LPC samples from outstanding students with the highest results in England and carefully evaluating each on accuracy, formatting, logical structure, spelling/grammar, conciseness and "wow-factor".
In short these are what we believe to be the strongest set of Business Law and Practice notes available in the UK this year. This collection of notes is fully updat...
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