{
  "url": "https://openlegislation.uk/companies-act-2006/section-102",
  "json_url": "https://openlegislation.uk/companies-act-2006/section-102.json",
  "legislation": "ukpga/2006/46",
  "legislation_title": "Companies Act 2006",
  "legislation_url": "https://openlegislation.uk/companies-act-2006",
  "path": "section/102",
  "kind": "section",
  "number": "102",
  "heading": "Re-registration of private limited company as unlimited",
  "text": "(1) A private limited company may be re-registered as an unlimited company if—\n(a) all the members of the company have assented to its being so re-registered,\n(b) the condition specified below is met, and\n(c) an application for re-registration is delivered to the registrar in accordance with section 103, together with—\n(i) the other documents required by that section, and\n(ii) a statement of compliance.\n(2) The condition is that the company has not previously been re-registered as limited.\n(3) The company must make such changes in its name and its articles—\n(a) as are necessary in connection with its becoming an unlimited company; and\n(b) if it is to have a share capital, as are necessary in connection with its becoming an unlimited company having a share capital.\n(4) For the purposes of this section—\n(a) a trustee in bankruptcy of a member of the company is entitled, to the exclusion of the member, to assent to the company's becoming unlimited; and\n(b) the personal representative of a deceased member of the company may assent on behalf of the deceased.\n(5) In subsection (4)(a), “a trustee in bankruptcy of a member of the company” includes—\n(a) a trustee or interim trustee in the sequestration under the Bankruptcy (Scotland) Act 2016 of the estate of a member of the company;\n(b) a trustee under a protected trustee deed (within the meaning of the Bankruptcy (Scotland) Act 2016) granted by a member of the company.",
  "extent": "E+W+S+N.I.",
  "status": null,
  "version": "current",
  "annotations": [
    {
      "type": "F",
      "label": "F1",
      "text": "S. 102(5)(a) substituted (30.11.2016) by The Bankruptcy (Scotland) Act 2016 (Consequential Provisions and Modifications) Order 2016 (S.I. 2016/1034), art. 1, Sch. 1 para. 29(2)(a)"
    },
    {
      "type": "F",
      "label": "F2",
      "text": "Word in s. 102(5)(b) substituted (30.11.2016) by The Bankruptcy (Scotland) Act 2016 (Consequential Provisions and Modifications) Order 2016 (S.I. 2016/1034), art. 1, Sch. 1 para. 29(2)(b)"
    }
  ],
  "outstanding_effects": [],
  "provenance": {
    "source": "legislation.gov.uk",
    "source_url": "https://www.legislation.gov.uk/ukpga/2006/46/section/102",
    "retrieved_at": "2026-10-29T09:13:40.060156+00:00"
  },
  "licence": "Open Government Licence v3.0",
  "licence_url": "https://www.nationalarchives.gov.uk/doc/open-government-licence/version/3/",
  "attribution": "Contains public sector information licensed under the Open Government Licence v3.0. Source: legislation.gov.uk, The National Archives."
}