Schemes of arrangement

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Always seeing the bigger picture

Whether you’re considering reducing your company’s share capital or introducing a scheme of arrangement, you’ll need expert advice on the best way forward. Scott-Moncrieff’s highly experienced commercial team has set up successful arrangements for companies large and small across a wide range of business sectors. Our corporate lawyers will look after all the legal complexities and explore your options, explaining the ins-and-outs and the implications in a no-nonsense, jargon-free manner.

At the beginning of the process, we’ll spend time getting to know your business so we can advise on the approach that best suits your commercial priorities.

What are the ways of reducing share capital?

There are two main approaches to share capital reduction: you can opt for Solvency Statement or Court Application.

If Court Application is the chosen approach the court will be concerned first and foremost to establish that creditors are appropriately protected. If the process is to involve a reduction of liability on unpaid shares or a repayment of capital to shareholders, the court will need to settle a list of creditors. Any company wishing to avoid this will have to demonstrate that all creditors consent to the reduction or that there are sufficient resources for all to be paid. 

In order to make a Solvency Statement, directors must certify that the company is able to pay its debts at the date of the statement. The document, which must be written in the prescribed form must also:

  • be signed by all directors on the same day
  • be made 15 days or less before the resolution to reduce capital is passed
  • be provided to shareholders as specified in the Companies Act.


What is a Scheme of Arrangement?

A Scheme of Arrangement is a court-approved agreement between a company and its shareholders or creditors. Because it can potentially affect shareholder/creditor rights and the legal position with regard to future mergers, it’s vital that the agreement is structured in a way that reflects the priorities of the business. Our corporate lawyers will provide a seamless and efficient service, drafting and filing all documentation and doing all the legal legwork so you’re free to concentrate on running the business. We serve clients throughout England, including London, Bristol, Manchester, Birmingham, Newcastle, Leeds and Liverpool.


Legal Advice: Costs

It goes without saying that we’ll make sure we deliver the most cost-effective solution and that you’re kept 100% up-to-date with costs as the process moves forward.

Contact our Corporate Solicitors  in London, Bolton and Nottingham

For more information get in touch via our online contact form or call our team now on 02078411099.

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