Finance Act 1985

80 Takeovers and winding-up: modifications

(1) This section modifies the operation of sections 78 and 79 above as they apply to instruments executed on or after 1st August 1985.

(2) In sections 78 and 79 " shares " includes stock.

(3) References in sections 78 and 79 to shares in company B include references to excessive return capital of the company; and " excessive return capital" means loan capital to which section 126(1) of the [1976 c. 40.] Finance Act 1976 does not apply by virtue of section 126(3).

(4) The terms of a general offer or other arrangement shall be disregarded for the purposes of sections 78(4) and 79(4) to the extent that they provide for the sale of securities to a person other than company A.

(5) Section 78(5) shall have effect as if for the words from " unless " to the end there were substituted " unless—

(a) they are registered, in a register kept by or on behalf of company A, in the name of the person transferring the shares in company B by way of the exchange, or

(b) they are registered, in such a register, in the name of company B and are held on trust for the person so transferring."

(6) In section 78(8) the reference to members of company B includes a reference to persons entitled to the company's convertible loan capital (within the meaning of section 78(6)) or to its excessive return capital (within the meaning of subsection (3) above).