Redemption Out Of Capital – Board Resolutions

These Redemption Out of Capital – Board Resolutions are for a private company wishing to redeem redeemable shares using capital.

The board must first propose the special resolution to authorise the payment out of capital for the redemption.

They should be read in conjunction with “Redemption Out of Capital – Guidance Notes.”

What these board resolutions do

Use these resolutions where the company is redeeming redeemable shares and the redemption is to be funded out of capital.

They are intended for a private company.

Choices you will need to reflect in the resolutions

• Whether the shares are being redeemed at the option of the company or at the option of the holder of the redeemable shares.
• Whether the special resolution is to be passed by written resolution or at a general meeting.

Certain provisions will need to be amended to reflect those choices and must be consistent with each other.

Points to address if the company has one director

If the company has only one director, certain provisions may be removed, including references to “the chairman”.

Company secretary references

If the company does not have a company secretary, references to the “Company Secretary” should be deleted and replaced with the name of the director responsible for secretarial duties.

Redemption Out Of Capital – Board Resolutions is part of Corporate. Just £38.50 + VAT provides unlimited downloads from Corporate for 1 year.