1957 (10) TMI 20

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....en on the form of the minute. It is, I am told, the practice of the court up to now, in cases where there is a share premium account and it is written off or written down, to include a reference to the resulting position as regards the share premium account in the minute. This practice has been challenged by Mr. Instone, who appears for the company. The position of the share premium account on a reduction of capital is dealt with by section 56 of the Companies Act, 1948. Subsection (1) says : "Where a company issues shares at a premium, whether for cash or otherwise, a sum equal to the aggregate amount or value of the premiums on those shares shall be transferred to an account, to be called 'the share premium account,' and the provisions....

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....mportant subsection for this purpose : "The minute when registered shall be deemed to be substituted for the corresponding part of the memorandum, and shall be valid and alterable as if it had been originally contained therein." Section 70 relates to the liability of members in respect of reduced shares; and, prima facie, that also must operate in the case of a reduction involving the writing down or writing off of the share premium account. Take first the case of writing off a share premium account altogether. What is the relevance, for the purpose of the minute, of putting in a reference to that complete writing off ? Subsection (5) of section 69, as 1 pointed out, provides in effect that the minute is to form part of the memorandum, taki....