• Sub-division or consolidation of shares

    • 568. Sub-division or consolidation of shares

      (1) A limited company having a share capital may—
      (a) sub-divide its shares, or any of them, into a greater number of shares than its existing shares, or
      (b) consolidate and divide all or any of its share capital into a lesser number of shares than its existing shares.
      (2) In any sub-division, consolidation or division of shares under this section, the proportion between the amount paid and the amount (if any) unpaid on each resulting share must be the same as it was in the case of the share from which that share is derived.
      (3) A company may exercise a power conferred by this section only if its members have passed a resolution authorising it to do so.
      (4) A resolution under subsection (3) may authorise a company—
      (a) to exercise more than one of the powers conferred by this section,
      (b) to exercise a power on more than one occasion,
      (c) to exercise a power at a specified time or in specified circumstances.
      (5) The company's articles may exclude or restrict the exercise of any power conferred by this section.

    • 569. Notice to Registrar of sub-division or consolidation

      (1) If a company exercises the power conferred by section 568 (sub-division or consolidation of shares) it must within 28 days after doing so give notice to:
      (a) (in the case of a company other than a restricted scope company) the Registrar, or
      (b) (in the case of a restricted scope company) to each of its members,
      specifying the shares affected.
      (2) The notice must be accompanied by a statement of capital.
      (3) The statement of capital must state with respect to the company's share capital immediately following the exercise of the power—
      (a) the total number of shares of the company,
      (b) the aggregate issue price of those shares,
      (c) for each class of shares—
      (i) prescribed particulars of the rights attached to the shares,
      (ii) the total number of shares of that class,
      (iii) the aggregate issue price of shares of that class, and
      (d) the amount paid up and the amount (if any) unpaid on each share.
      (4) If default is made in complying with this section, a contravention of these Regulations is committed by—
      (a) the company, and
      (b) every officer of the company who is in default.
      (5) A person who commits a contravention of this section is liable to a level 2 fine.