Part II Re-registration as a means of altering a company’s status

Private company becoming public

47 Certificate of re-registration under s. 43.

C11

If the registrar of companies is satisfied, on an application under section 43, that a company may be re-registered under that section as a public company, he shall—

a

retain the application and other documents delivered to him under the section; and

C2b

issue the company with a certificate of incorporation stating that the company is a public company.

2

The registrar may accept a declaration under section 43 (3)(e) F1or a statement under section 43(3A)as sufficient evidence that the special resolution required by that section has been passed and the other conditions of re-registration satisfied.

C13

The registrar shall not issue the certificate if it appears to him that the court has made an order confirming a reduction of the company’s capital which has the effect of bringing the nominal value of the company’s allotted share capital below the authorised minimum.

C14

Upon the issue to a company of a certificate of incorporation under this section—

a

the company by virtue of the issue of that certificate becomes a public company; and

b

any alterations in the memorandum and articles set out in the resolution take effect accordingly.

C15

The certificate is conclusive evidence—

a

that the requirements of this Act in respect of re-registration and of matters precedent and incidental thereto have been complied with; and

b

that the company is a public company.