Companies Act (Cap. 386)

Companies Act (Cap. 386), article 374

Official PDF on legislation.mt

374. (1) The provisions of articles 361, 362(1) to (5), 363, 364(1) and (2) and articles 365 to 373 shall apply to division by the formation of new companies, as though references to the compani es involved in a division were references only to the company to b e divided. (2) In addition to the information specified in article 361(2), the draft terms of division, which in the case of a division by for mation of new companies shall only be drawn up by the company to be divided, shall indicate the status, name and registered office of each of the new companies. (3) The draft terms of division of the company to be divided and, if they are contained in a separate document, the draft memorandum and the draft articles of each of the new companies shall be approved by an extraordinary resolution taken at a gen eral meeting of the company to be divided. (4) ( Deleted by Act XX. 2013.93 ). (5) Neither article 364 nor articl e 365, in so far as they relat e to the expert’s report, shall apply where the shares in each of th e new companies are allocated to the shareholders of the company to b e COMP ANIES [CAP. 386. 235 divided in proportion to their holding in the issued share capi tal of that company. (6) The Registrar shall, after str iking the name of the company to be divided off the register in accordance with the provision s of article 370(1), pro ceed to issue a certificate of registration for each one of the new companies formed, denoting the fact of its formation as a result of the division. Added by: IV . 2003.145. Chapter III - Division by a co mbination of a division by acquisition with a division by the formation of one or more new companies Division by a combination of division by acquisition and division by formation of new companies. Added by: IV . 2003.145. Amended by: II. 2004.64.

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Text read from the consolidated PDF published by Legislation Malta. Tables, figures and marginal notes may be incomplete or out of place: the official PDF is authoritative. General information, not legal, tax or accounting advice.