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The Companies (Reporting Requirements in Mergers and Divisions) Regulations 2011

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Public company: valuation of non-cash consideration for shares: exceptions

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2.—(1) Section 595 of the Companies Act 2006(1) (exception to valuation requirement: merger) is amended as follows.

(2) In subsection (1), for “in connection with a proposed merger with another company” substitute—

“as part of a scheme to which Part 27 (mergers and divisions of public companies) applies if—

(a)in the case of a scheme involving a merger, an expert’s report is drawn up as required by section 909, or

(b)in the case of a scheme involving a division, an expert’s report is drawn up as required by section 924.”.

(3) Omit subsections (2) and (3).

(4) In the following places, after “merger” add “or division”—

(a)the heading to section 595, and

(b)the reference to that section in section 593(4).

(1)

2006 c.46. There are amendments to the Act which are not relevant to these Regulations.

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