Part 4 — Alteration of Constitution Division 1 Memorandum of Association
40 Order reducing share capital
company who under this Act is entitled to object to the reduction,
that either the creditor's consent to the reduction has been obtained
or the creditor's debt or claim has been discharged or has
determined, or has been secured, may make an order confirming
the resolution for reducing the share capital either wholly or in part
and on any terms and conditions it thinks fit.
(2) When an order is made under this section, the company shall
file with the Registrar, within 15 days from the date of the order or
within a further time that the Court may allow, a copy of the order
and of a minute which shall be approved by the Court, showing
with respect to the share capital of the company, as altered by the
order, the amount of the share capital, the number of shares into
which it is divided, the amount of each share and the amount, if
any, at the date of the registration deemed to be paid up on each
share, and the resolution as confirmed by the order does not take
effect until the copies have been so filed.
RSA 2000
(3) When the order and minute have been registered, the Registrar
shall issue a certificate, and the Registrar's certificate is conclusive
proof that all the requirements of this Act with respect to reduction
of share capital have been complied with, and that the share capital
of the company is such as is stated in the minute.
(4) With a view to giving proper information to the public, the
Court may direct the company to publish the causes that led to and
the reasons for the reduction, and notice of the registration with the
Registrar, and any other information that the Court may think
expedient.
(5) The minute when filed and registered shall be deemed to be
substituted for the corresponding part of the memorandum of the
company and is valid and alterable as if it had originally been
contained therein, and shall be embodied in every copy of the
memorandum issued after its registration.
RSA 2000 cC-21 s40;2020 c25 s2(25)