Part 20

Private and public companies
Chapter 1

Prohibition of public offers by private companies

Enforcement of prohibition: remedial order
759
1
A “remedial order” is an order for the purpose of putting a person affected by anything done in contravention of section 755 (prohibition of public offers by private company) in the position he would have been in if it had not been done.
2
The following provisions are without prejudice to the generality of the power to make such an order.
3
Where a private company has—
a
allotted securities pursuant to an offer to the public, or
b
allotted or agreed to allot securities with a view to their being offered to the public,
a remedial order may require any person knowingly concerned in the contravention of section 755 to offer to purchase any of those securities at such price and on such other terms as the court thinks fit.
4
A remedial order may be made—
a
against any person knowingly concerned in the contravention, whether or not an officer of the company;
b
notwithstanding anything in the company's constitution (which includes, for this purpose, the terms on which any securities of the company are allotted or held);
c
whether or not the holder of the securities subject to the order is the person to whom the company allotted or agreed to allot them.
5
Where a remedial order is made against the company itself, the court may provide for the reduction of the company's capital accordingly.
Pts. 1-39 (except for Pt. 7 and ss. 662-669), 45-47 extended (12.5.2011) by The Companies Act 2006 (Consequential Amendments and Transitional Provisions) Order 2011 (S.I. 2011/1265), art. 5(1), Sch. 1 para. 2
Pts. 1-39 modified (31.12.2020) by Regulation (EC) No. 2157/2001, Art. AAA1(3) (as inserted by The European Public Limited-Liability Company (Amendment etc.) (EU Exit) Regulations 2018 (S.I. 2018/1298), regs. 1, 97 (with regs. 140-145) (as amended by S.I. 2020/523, regs. 1(2), 5(a)-(f)); 2020 c. 1, Sch. 5 para. 1(1))