The Companies (Acquisition of Own Shares) (Treasury Shares) No. 2 Regulations 2003

Amendment of section 430A

7.—(1) In section 430A of the 1985 Act (right of minority shareholder to be bought out by offerer(1)—

(a) at the end of subsection 1(b) delete “(excluding any shares in the company held as treasury shares)”; and

(b) at the end of subsection (2)(b) delete “(excluding any shares in the company held as treasury shares)”.

(2) Insert after subsection (1)—

“(1A) For the purposes of subsection (1), a takeover offer relates to all the shares in a company if it is an offer to acquire all the shares in the company within the meaning of section 428.”.

(3) Insert after subsection (2)—

“(2A) For the purposes of subsections (1) and (2), in calculating nine-tenths of the value of all the shares in the company, or all the shares of any class or classes of shares of the company, any shares held by the company as treasury shares shall be treated as having been acquired by the offeror.”.

(1)

The words in section 430A deleted by this provision were inserted by paragraph 27 of the Schedule to the Companies (Acquisition of Own Shares) (Treasury Shares) Regulations 2003.