Issue and Allotment of Shares

How are Shares Issued and Alloted?

CO.CS.12
This How to Issue and Allot Shares Guidance Note and related documents listed below, deal with the issue and allotment of shares in a private company.

This Guidance Note (which is part of a series of guidance notes for the Company Secretary) covers the following:

• Authorised share capital
• Directors’ authority to issue and allot shares
• Dealing with pre-emption rights
• Practical procedure for issuing and allotting shares / checklist

This How to Issue and Allot Shares Guidance Note refers the user to other documents, including board minutes, shareholders’ resolutions and Companies House forms. These documents can be accessed by clicking on the links below.

1. Shareholders’ Ordinary Resolution – Deletion of Authorised Share Capital and Objects Clauses CO.MA.07
2. Shareholders' Special Resolution – Adoption of New Articles of Association CO.CA.MR.09
3. Model Articles of Association for Private Company Limited by Shares CO.CF.04
4. Shareholders’ Ordinary Resolution - Authority to Allot New Shares CO.CA.MR.02
5. Letter to Companies House – File Resolutions CO.FR.01
6. Shareholders’ Special Resolution - Disapplication of Pre-Emption Rights CO.CA.MR.11
7. Board Minutes – Directors’ Resolution to Allot Shares for Cash CO.ASC.01 8. Register of Members CO.REG.06
9. Share Certificate CO.CF.06
10. Companies House Forms - Return of Allotment Of Shares CH-SH01

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