Companies Act - Singapore Statutes Online

Power of company to alter its share capital

71.—(1) Subject to subsections (1B) and (1C), a company, if so authorised by its constitution, may in general meeting alter its share capital in any one or more of the following ways:

(a)	[Deleted by Act 21 of 2005]
(b)	consolidate and divide all or any of its share capital;
(c)	convert all or any of its paid-up shares into stock and reconvert that stock into paid-up shares;
(d)	subdivide its shares or any of them, so however that in the subdivision the proportion between the amount paid and the amount, if any, unpaid on each reduced share shall be the same as it was in the case of the share from which the reduced share is derived;
(e)	cancel the number of shares which at the date of the passing of the resolution in that behalf have not been taken or agreed to be taken by any person or which have been forfeited and diminish the amount of its share capital by the number of the shares so cancelled. [21/2005] [Act 36 of 2014 wef 03/01/2016]

(1A) A public company which alters its share capital may lodge with the Registrar a notice of the alteration in the prescribed form.

[Act 36 of 2014 wef 03/01/2016]

(1B) A private company may alter its share capital by lodging a notice of alteration in the prescribed form with the Registrar.

[Act 36 of 2014 wef 03/01/2016]

(1C) An alteration of share capital of a private company on or after the date of commencement of section 37 of the Companies (Amendment) Act 2014 does not take effect until the electronic register of members of the company is updated by the Registrar under section 196A(5).

[Act 36 of 2014 wef 03/01/2016]

Cancellations

(2) A cancellation of shares under this section shall not be deemed to be a reduction of share capital within the meaning of this Act.

As to share capital of unlimited company on re-registration

(3) An unlimited company having a share capital may by any resolution passed for the purposes of section 30(1) —

(a)	increase the amount of its share capital by increasing the issue price of each of its shares, but subject to the condition that no part of the increased capital shall be capable of being called up except in the event and for the purposes of the company being wound up; and
(b)	in addition or alternatively, provide that a specified portion of its uncalled share capital shall not be capable of being called up except in the event and for the purposes of the company being wound up. [21/2005]

Notice of increase of share capital

(4) [Deleted by Act 21 of 2005]

(5) [Deleted by Act 21 of 2005]

[UK, 1948, ss. 61, 64; Aust., 1961, s. 62]

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