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← Companies Act 1981

Companies Act 1981 s 63

Companies Act 1981 s 63

s 63

(1) Where a person either— (a) to his knowledge acquires any interest in shares comprised in relevant share capital of a public company or ceases to be interested in any shares so comprised Companies Act 1981 (whether or not he retains any interest in other shares so comprised) ; or (b) becomes aware that he has acquired any interest in shares so comprised or that he has ceased to be interested in any shares so comprised in which he was previously interested ; be under an obligation to make to the company the with respect to his interest in shares so comprised by subsection (5) below in any case within subsection obligation arises where either— (a) he has an interest subject to the notification requirement under this section in shares comprised in the share capital in question immediately after the relevant time but did not have such an interest immediately before that time ; or (b) he had an interest subject to the notification requirement under this section in shares comprised in that share capital immediately before the relevant time but does not have such an interest immediately after that time ; or (c) he has an interest subject to the notification requirement under this section in shares comprised in that share capital both immediately before and immediately after the relevant time but the percentage levels of his interest immediately before and immediately after that time are not the same. person has an interest subject to the notification requireunder this section in relevant share capital of a public comany time when he is interested in shares comprised in share capital of any such company of an aggregate value equal. to or more than the percentage of the value of that share capital which is for the time being notifiable percentage under this section ; but all facts relevant determining for the purposes of this section whether a person an interest at any time (or the percentage level of his shall be taken to be what he knows them to be at that Where otherwise than in circumstances within subsection a person— (a) is aware at the time when it occurs of any change of circumstances affecting any fact relevant to the application of the notification requirement under this section in relation to any existing interest of his in shares comprised in a company’s share capital of any description ; or Companies Act 1981 c. 62 (b) otherwise becomes aware of any such fact (whether or not arising from any such change of circumstances) ; he shall be under an obligation to make to the company the notification with respect to his interest required by subsection (5) below in any case within subsection (2)(a) above. (5) A notification required by this subsection with respect to a person’s interest (if any) in shares comprised in relevant share capital of a public company must be in writing and must specify the share capital to which it relates; and any such notification must also either— (a) state the number of shares comprised in that share capital in which the person making the notification knows he was interested immediately after the time when the obligation to make the notification arose ; or ; (b) in any case where the person making the notification no longer has an interest subject to the notification requirement under this section in shares comprised in that share capital, state that he no longer has such an interest. (6) A person’s obligation to make any such notification must be performed within the period of five days next following the day on which that obligation arises. (7) Subject to the qualification mentioned below, in subsection (2)(c) above “ percentage level”? means the percentage figure found by expressing the aggregate nominal value of all the shares comprised in the share capital there mentioned in which the person in question is interested immediately before or (as the case may be) immediately after the relevant time as a percentage of the nominal value of that share capital and rounding that figure down, if it is not a whole number, to the next whole number. Where the nominal value of that share capital is greater immediately after the relevant time than it was immediately before that time the percentage level of his interest immediately before (as well as immediately after) that time shall be determined by reference to the larger amount. (8) The reference in subsection (3) above to the percentage which is for the time being the notifiable percentage under this section is a reference to five per cent. or such other percentage as may from time to time be prescribed for the purposes of this section by regulations under section 64 of this Act. (9) References in subsections (2) and (7) above, as they apply in relation to any person’s interest, to the relevant time are c. 62 Companies Act 1981 references to the time of the event or change of circumstances relevant for the purposes of subsection (1)(a) or (4)(a) above or the time when he acquires the knowledge relevant for the purposes of subsection (1)(b) or (4)(b) above (as the case may require). (10) For the purposes of this Part of this Act “relevant share capital ”, in relation to any public company, means issued share capital of that company of a class carrying rights to vote in all circumstances at general meetings of the company ; and it is hereby declared for the avoidance of doubt that the temporary suspension of voting rights in respect of shares comprised in issued share capital of a public company of any such class does not affect the application of this Part of this Act in relation to interests in those or any other shares comprised in that class.

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