New Clause 223

Company Law Reform Bill [Lords] – in a Public Bill Committee at 1:45 pm on 20th July 2006.

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Public notice of proposed payment

‘(1) Within the week immediately following the date of the resolution under section (Payment to be approved by special resolution) the company must cause to be published in the Gazette a notice—

(a) stating that the company has approved a payment out of capital for the purpose of acquiring its own shares by redemption or purchase or both (as the case may be),

(b) specifying—

(i) the amount of the permissible capital payment for the shares in question, and

(ii) the date of the resolution,

(c) stating that the directors’ statement and auditor’s report required by section (Directors’ statement and auditor’s report) are available for inspection at the company’s registered office, and

(d) stating that any creditor of the company may at any time within the five weeks immediately following the date of the resolution apply to the court under section (Application to court to cancel resolution) for an order preventing the payment.

(2) Within the week immediately following the date of the resolution the company must also either—

(a) cause a notice to the same effect as that required by subsection (1) to be published in an appropriate national newspaper, or

(b) give notice in writing to that effect to each of its creditors.

(3) “An appropriate national newspaper” means a newspaper circulating throughout the part of the United Kingdom in which the company is registered.

(4) Not later than the day on which the company—

(a) first publishes the notice required by subsection (1), or

(b) if earlier, first publishes or gives the notice required by subsection (2),

the company must deliver to the registrar a copy of the directors’ statement and auditor’s report required by section (Directors’ statement and auditor’s report).’.—[Margaret Hodge.]

Brought up, and added to the Bill.