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Legislation
Companies Act 2006

Crossheading Requirements applicable to merger

  • Section 905 Draft terms of scheme (merger)
  • Section 906 Publication of draft terms by registrar(merger)
  • Section 906A Publication of draft terms on company website (merger)
  • Section 907 Approval of members of merging companies
  • Section 908 Directors' explanatory report (merger)
  • Section 909 Expert's report (merger)
  • Section 910 Supplementary accounting statement (merger)
  • Section 911 Inspection of documents (merger)
  • Section 911A Publication of documents on company website (merger)
  • Section 911B Report on material changes of assets of merging companies
  • Section 912 Approval of articles of new transferee company (merger)
  • Section 913 Protection of holders of securities to which special rights attached (merger)
  • Section 914 No allotment of shares to transferor company or its nominee (merger)
  1. Requirements applicable to merger
  2. Approval of articles of new transferee company (merger)

Section 912 | Approval of articles of new transferee company (merger)

From legislation.gov.uk

(1)In the case of a merger by formation of a new company, the articles of the transferee company, or a draft of them, must be approved by ordinary resolution of . . . each of the transferor companies. This is subject to subsection (2).F1F2F3

(2)In the case of a compromise or arrangement to be sanctioned under Part 26A, it is not necessary for the articles of the transferee company (or a draft of them) to be approved by ordinary resolution of the company in respect of which the compromise or arrangement is proposed.F4

Notes

  1. F1

    S. 912 renumbered as s. 912(1) (26.6.2020) by Corporate Insolvency and Governance Act 2020 (c. 12), s. 49(1), Sch. 9 para. 36(5)(a) (with ss. 2(2), 5(2))

  2. F2

    Words in s. 912 omitted (1.8.2011 with application in accordance with reg. 1(2)) by virtue of The Companies (Reporting Requirements in Mergers and Divisions) Regulations 2011 (S.I. 2011/1606), reg. 13

  3. F3

    Words in s. 912(1) inserted (26.6.2020) by Corporate Insolvency and Governance Act 2020 (c. 12), s. 49(1), Sch. 9 para. 36(5)(b) (with ss. 2(2), 5(2))

  4. F4

    S. 912(2) inserted (26.6.2020) by Corporate Insolvency and Governance Act 2020 (c. 12), s. 49(1), Sch. 9 para. 36(5)(c) (with ss. 2(2), 5(2))

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