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Companies Act 2006

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  • Act amendment to earlier affecting provision S.I. 2008/373 reg. 11(1) by S.I. 2013/1971 reg. 9(a) (This amendment not applied to legislation.gov.uk. Amending Regulations revoked (1.10.2013) without ever being in force by S.I. 2013/2224, reg. 2)
  • Act amendment to earlier affecting provision S.I. 2008/373 reg. 3(4) by S.I. 2013/1971 reg. 4 (This amendment not applied to legislation.gov.uk. Amending Regulations revoked (1.10.2013) without ever being in force by S.I. 2013/2224, reg. 2)

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622Redenomination of share capitalE+W+S+N.I.
This section has no associated Explanatory Notes

(1)A limited company having a share capital may by resolution redenominate its share capital or any class of its share capital.

  • Redenominate” means convert shares from having a fixed nominal value in one currency to having a fixed nominal value in another currency.

(2)The conversion must be made at an appropriate spot rate of exchange specified in the resolution.

(3)The rate must be either—

(a)a rate prevailing on a day specified in the resolution, or

(b)a rate determined by taking the average of rates prevailing on each consecutive day of a period specified in the resolution.

The day or period specified for the purposes of paragraph (a) or (b) must be within the period of 28 days ending on the day before the resolution is passed.

(4)A resolution under this section may specify conditions which must be met before the redenomination takes effect.

(5)Redenomination in accordance with a resolution under this section takes effect—

(a)on the day on which the resolution is passed, or

(b)on such later day as may be determined in accordance with the resolution.

(6)A resolution under this section lapses if the redenomination for which it provides has not taken effect at the end of the period of 28 days beginning on the date on which it is passed.

(7)A company's articles may prohibit or restrict the exercise of the power conferred by this section.

(8)Chapter 3 of Part 3 (resolutions affecting a company's constitution) applies to a resolution under this section.

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