SCHEDULE 2TRANSITIONAL PROVISIONS AND SAVINGS

Reduction of capital confirmed by the court (ss. 645 to 653)68

1

Sections 645 to 651 of the Companies Act 2006 (reduction of capital confirmed by the court) apply where an application to the court is made under section 645(1) on or after 1st October 2009.

2

It is immaterial for the purposes of such an application whether the resolution for reducing share capital was agreed to before, on or after 1st October 2009.

3

The corresponding provisions of the 1985 Act or the 1986 Order continue to apply where an application to the court has been made under section 136 of that Act or Article 146 of that Order before that date.

4

For the purposes of an application under section 645(1) any amendments of a company’s memorandum contained in a resolution agreed to before 1st October 2009 are treated as amendments of the company’s articles.