Own Share Purchase Out Of Profits/New Share Issue/Cash - Written Shareholders' Resolution
This Own Share Purchase Out of Profits/New Share Issue/Cash – Written Shareholders’ Resolution is the written resolution that must be sent to the shareholders so that they can approve the contract required for the purchase by a private company of its own shares.
Please see "Own Share Purchase Out of Profits/New Share Issue/Cash – Guidance Notes" for more information.
This Own Share Purchase Out of Profits/New Share Issue/Cash – Written Shareholders’ Resolution is in open format. The document contains fields which must be completed. It also contains some wording options in square brackets which must be adjusted to suit your purposes.
The wording should be amended by choosing whether the share purchase will be out of distributable profits, a new share issue or cash and deleting the inapplicable options. The option used must be consistent with paragraphs 4, 5 (a), 5 (b), and 6 (a) of "Own Share Purchase Out of Profits/New Share Issue/Cash – Board Resolutions".
The Circulation Date will usually be the date of the board meeting approving the circulation of the written resolution but it can be a later date. The date when the written resolution lapses must be 28 days after the Circulation Date.
This Written Shareholders’ Resolution reflects the April 2013 changes to the Companies Act 2006, notably the move from special resolution to ordinary resolution for approval of the purchase and the option to use cash (in limited circumstances). It has also been updated to take into account the minor amendments made to the April 2013 regulations by The Companies Act 2006 (Amendment of Part 18) Regulations 2015 which came into force on 6th April 2015.
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