Companies Act 2006 (c. 46)

Part 7 U.K. Re-registration as a means of altering a company's status

Private company becoming public U.K.

90 Re-registration of private company as public U.K.

(1) A private company (whether limited or unlimited) may be re-registered as a public company limited by shares if—

(a) a special resolution that it should be so re-registered is passed,

(b) the conditions specified below are met, and

(c) an application for re-registration is delivered to the registrar in accordance with section 94, together with—

(i) the other documents required by that section, and

(ii) a statement of compliance.

(2) The conditions are—

(a) that the company has a share capital;

(b) that the requirements of section 91 are met as regards its share capital;

(c) that the requirements of section 92 are met as regards its net assets;

(d) if section 93 applies (recent allotment of shares for non-cash consideration), that the requirements of that section are met; and

(e) that the company has not previously been re-registered as unlimited.

(3) The company must make such changes—

(a) in its name, and

(b) in its articles,

as are necessary in connection with its becoming a public company.

(4) If the company is unlimited it must also make such changes in its articles as are necessary in connection with its becoming a company limited by shares.

Modifications etc. (not altering text)

C1 Ss. 90-96 applied (1.10.2009) by The Companies Act 2006 (Consequential Amendments, Transitional Provisions and Savings) Order 2009 (S.I. 2009/1941), art. 12(1), Sch. 3 para. 3 (with art. 10)

C2 Ss. 90-96 applied (12.5.2011) by The Companies Act 2006 (Consequential Amendments and Transitional Provisions) Order 2011 (S.I. 2011/1265), art. 5(1), Sch. 1 para. 3