Regulation 3 Application of the authorised minimum where a public company has shares denominated in more than one currency

(1)

This regulation applies for either of the purposes in paragraphs (2) and (3).

(2)

The first purpose is to determine whether, for the purposes of section 139 of the 1985 Act or Article 149 of the 1986 Order, a court order under section 137 of the 1985 Act or Article 147 of the 1986 Order has the effect of bringing the nominal value of a public company's allotted share capital below the authorised minimum.

(3)

The second purpose is to determine whether, for the purposes of section 146(2)(b) of the 1985 Act or Article 156(2)(b) of the 1986 Order, the cancellation of a public company's shares under that section or that Article will have the effect of bringing the nominal value of the company's allotted share capital below the authorised minimum.

(4)

This regulation applies only where the company has or will have allotted share capital denominated in more than one currency, taking account (where the purpose is that in paragraph (2)) of the effect of the court order or (where the purpose is that in paragraph (3)) of the cancellation of the shares.

(5)

The nominal value of a public company's allotted share capital is to be treated as being below the authorised minimum if—

(a)

the sterling value is less than £50,000; and

(b)

the euro value is less than [euro]65,600.

(6)

The “sterling value” is the sum in sterling of—

(a)

the nominal value of the company's allotted share capital denominated in sterling;

(b)

the nominal value of the company's allotted share capital denominated in euros if it were to be converted into sterling at the appropriate spot rate of exchange; and

(c)

the nominal value of the company's allotted share capital denominated in a currency other than sterling or euros if it were to be converted into sterling at the appropriate spot rate of exchange.

(7)

The “euro value” is the sum in euros of—

(a)

the nominal value of the company's allotted share capital denominated in euros;

(b)

the nominal value of the company's allotted share capital denominated in sterling if it were to be converted into euros at the appropriate spot rate of exchange; and

(c)

the nominal value of the company's allotted share capital denominated in a currency other than sterling or euros if it were to be converted into euros at the appropriate spot rate of exchange.

(8)

Regulation 4 applies to determine the appropriate spot rate of exchange.