PART XXVMISCELLANEOUS AND SUPPLEMENTARY PROVISIONS
Power of company to provide for employees on cessation or transfer of business668
1
The powers of a company include (if they would not otherwise do so apart from this Article) power to make the following provision for the benefit of persons employed or formerly employed by the company or any of its subsidiaries, that is to say, provision in connection with the cessation or the transfer to any person of the whole or part of the undertaking of the company or that subsidiary.
2
The power conferred by paragraph (1) is exercisable notwithstanding that its exercise is not in the best interests of the company.
3
The power which a company may exercise by virtue only of paragraph (1) shall only be exercised by the company if sanctioned—
a
in a case not falling within sub-paragraph (b) or (c), by an ordinary resolution of the company, or
b
if so authorised by its memorandum or articles, by a resolution of the directors, or
c
if its memorandum or articles require the exercise of the power to be sanctioned by a resolution of the company of some other description for which more than a simple majority of the members voting is necessary, with the sanction of a resolution of that description;
and in any case after compliance with any other requirements of its memorandum or articles applicable to its exercise.
4
Any payment which may be made by a company under this Article may, if made before the commencement of any winding up of the company, be made out of profits of the company which are available for dividend.