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Application to re-register—private to public meaning

What does Application to re-register—private to public mean?
The application to re-register—private to public—describes the process by which a private company limited by shares becomes a public limited company (plc). The phrase is descriptive; the process and conditions are prescribed by the Companies Act 2006 in the UK, with the application filed at companies house on Form RR01. Key legal features include: a shareholders’ special resolution to re-register and adopt plc‑appropriate articles and name; satisfying the authorised minimum share capital for a plc (currently £50,000), including statutory paid‑up requirements; and filing the prescribed supporting documents (RR01, amended articles, the special resolution, a statement of compliance and evidence of capital). On acceptance, the registrar issues a new certificate of incorporation as a public company. A UK plc must then obtain a trading certificate before carrying on business or borrowing as a plc. In Ireland, the equivalent re‑registration is made to the Companies Registration Office (CRO), using the prescribed form (currently Form D20), supported by a special resolution, amended constitution and confirmation that the plc minimum issued share capital (currently €25,000, with at least 25% paid up) is met. On registration, a new certificate issues and plc corporate governance and disclosure obligations apply.
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View the related Checklists about Application to re-register—private to public

CHECKLISTS
Trust litigation and administration—multi-jurisdictional case digest covering validity, constructive trusts, breach, defences, appointments, disclosure, construction/rectification, mistake, powers, indemnity and costs, insolvency, enforcement and ADR

Existence and validity of trusts Provincial Equity Finance Ltd v Dines (née Breda) [2023] EWHC 103 (Ch) News Analysis: A literary epigraph—‘By prosperous voyages I often made… and the great care of goods at random left’—introduces a consideration of resulting trusts and the scope of express trusts. The decision underscores the practical obstacles in proving a resulting trust where a disorganised deceased ran bank accounts for mixed ends, and confirms that an express trust can override the presumption of a resulting trust even if the contributor of funds is not a party to the express trust. Author: Nicholas Holland, McDermott Will & Emery UK LLP Jurisdiction: England & Wales Attorney General v Zedra Fiduciary Services (UK) Ltd and others [2022] EWHC 102 (Ch) News Analysis: The court sanctioned a cy près scheme for a £600m charitable trust to be used towards reducing the National Debt, addressing the suitable application of the National Fund. The judgment considers...

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NEWS
Protest injunctions against persons unknown: no dispensation under CPR 6.16; alternative service and Article 10/11 proportionality (England and Wales)

Birmingham City Council v Persons Unknown (Re Protests in Support of the Bin Workers’ Strike) [2026] EWHC 373 (KB) What are the practical implications of this case? The ruling confirms that public bodies may secure protest injunctions against ‘persons unknown’ when there is cogent proof of mounting, intentional disruption, provided procedural protections are scrupulously followed. By declining to waive service, the court emphasised that CPR 6.16 demands truly exceptional circumstances. Accordingly, claimants should implement robust alternative notification measures and adhere closely to CPR 6.15, with explicit provisions on deemed service and liberty to apply. Injunction terms should be bounded by time and geography, and supported by precise evidence addressing trespass, private nuisance and public nuisance. On substance, the decision clearly distinguishes peaceful assembly from intentional blockage of access or critical services. Although Articles 10 and 11 are in play, persistent, targeted interference with public services is unlikely to sit at the heart of the protected rights...

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NEWS
UK Public Law Weekly Update: Brexit Oversight Changes, Constitutional Developments, Leading JR and ECHR Cases, Equality and Human Rights, Subsidy Control and Procurement Act Guidance—8 August 2024

In this issue: Brexit highlights Post-Brexit transition guidance Constitutional and administrative law Judicial review Equality and human rights Subsidy control and State aid Public procurement Management and strategic planning Daily and weekly news alerts New and updated content Dates for your diary Trackers New Q&As Useful information Brexit highlights The UK Parliament has confirmed the European Scrutiny Committee has been wound up, following the House of Commons’ decision on 30 July 2024 not to re-establish it. See: LNB News 01/08/2024 97. The House of Lords European Affairs Committee has released correspondence spanning 7 November 2023 to 30 May 2024, covering scrutiny of EU papers, primary legislation (including the Illegal Migration Bill) and broader issues such as public procurement and the impacts of the UK’s EU withdrawal. See: LNB News 01/08/2024 99. Post-Brexit transition guidance Weekly roundup of HMRC import, export and...

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NEWS
Local government legal update: Procurement Act delay, Grenfell responses, Renters' Rights Bill, social care and healthcare rulings, planning decisions, finance and governance developments, week of 12 September 2024

In this issue: Public procurement Children's social care Social care Planning Healthcare Education Governance Local government finance Social housing Daily and weekly news alerts New and updated content Latest Q&A Public procurement Procurement Act 2023 coming into force postponed until February 2025 Parliament has published a written ministerial statement from Georgia Gould, Parliamentary Secretary in the Cabinet Office, proposing a brief deferral to the start date of the Procurement Act 2023 (PA 2023), previously expected to begin in October 2024. She confirmed the government will lay regulations to move commencement to 24 February 2025. She observed the former administration’s National Procurement Policy Statement (NPPS) fell short of realising the full potential of public procurement, and a fresh NPPS is being drafted to articulate the new Labour government’s priorities. The extra time is intended to support a more seamless transition into the new framework. Ministers in the Welsh Government and the Northern...

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PRACTICE NOTES
Personal Injury and Clinical Negligence July 2025: discount rate, costs/QOCS, RTA reforms, CPR updates and leading cases (England and Wales) [Archived]

PI & Clinical negligence horizon scanner—July 2025 [Archived] ARCHIVED: This Practice Note is archived and is not maintained. It summarises the principal legal developments relevant to personal injury and clinical negligence practitioners as at July 2025. For developments predating this horizon scanner, see PI and Clinical Negligence horizon scanning and key cases—overview. Key PI and clinical negligence developments The personal injury discount rate—a review In late 2024, the Lord Chancellor, Shabana Mahmood MP, revealed the outcome of her five‑month review of the discount rate, initiated in July 2024. One month after the new +0.5% discount rate took effect, Thea Wilson (barrister at 12 King’s Bench Walk) assesses its impact on cases, the responses from claimant and defendant representatives, and the consequences of the change for legal practitioners. See News Analysis: The personal injury discount rate—a review. MoJ announces reduction in CFO’s interest rates The Ministry of Justice (MoJ) has announced lower interest rates for the Courts Funds Office’s (CFO) special and basic accounts...

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PRACTICE NOTES
Definitive Maps and Statements of Public Rights of Way: Statutory Basis, Modification Orders and Procedures (England and Wales)

This Practice Note outlines the legislative foundation, character and role of the definitive map and statement that a highway authority must maintain for the public rights of way within its area, under the Wildlife and Countryside Act 1981 (WCA 1981). It describes the authority’s obligation to keep the map and statement under continual review, to update and amend them when needed, and the events and orders that will necessitate alteration of the map and statement. It also details the procedures for making a modification order, whether commenced by the authority or prompted by an application to the authority from another party. It clarifies what triggers a review and how alterations are implemented. Statutory basis and effect Each highway authority is required to compile, and keep under review, a definitive map and statement (DMS) of the public rights of way in its area. The map identifies the route and status of the highways. The statement specifies the alignment and width of the right of way, together with any limitations...

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PRACTICE NOTES
2022 appeal round-up and tracker: key civil litigation decisions and forthcoming Supreme Court cases (England and Wales)

Practice Note This Practice Note consists of two strands created to help dispute resolution practitioners remain up to date with developments in case law that affect their field, or which influence civil litigation procedure more generally: selected forthcoming appeals to the Supreme Court are highlighted below; see Key forthcoming appeals to the Supreme Court—2022 summaries of significant appeal decisions in England and Wales (ie rulings of the Court of Appeal and Supreme Court and, where appropriate, certain judgments of the Competition Appeal Tribunal, Judicial Committee of the Privy Council, Court of Justice of the European Union), and ECtHR, which we have covered; see: Key forthcoming appeal cases—2022 You can navigate this content using the table of contents in the left-hand margin. Alternatively, search this tracker using [CTRL]+[F]. This material is not intended to be a comprehensive register of every appeal or major decision relevant to dispute resolution practitioners. Key forthcoming appeals to the Supreme Court—2022 Tort and negligence ...

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PRECEDENTS
AIM Admission and Placing Agreement (precedent) between Company, Nomad and Directors, with conditions, warranties, indemnities, fees and lock‑in; governed by English law

This Agreement is dated [ insert day and month ] 20[ insert year ] Parties [ insert name of Company ], a company registered in [ England and Wales ] with company number [ insert company number ], whose registered office is at [ insert address ] (the Company); [ insert name of the nominated adviser ], a company registered in [ England and Wales ] with company number [ insert company number ], whose registered office is at [ insert address ] (the Nomad); and the persons named and addressed in Schedule 1 (the Directors). Recitals (A) The Company was incorporated under the Companies Act [ insert relevant year ] as a [ public OR private ] company limited by shares with company number [ insert number ] on [ insert date ] under the name [ insert name of company on incorporation ]. [ On [ insert date ] the Company [ re-registered as a public company limited...

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PRECEDENTS
UK schemes of arrangement: offeror/offeree checklist of documents, announcements, court filings and website disclosures under the Takeover Code and Companies Act 2006

Unless stated otherwise, every item appears on the document list for both the offeror and the offeree. Mentions of the ‘Code’ denote the City Code on Takeovers and Mergers, and ‘CA 2006’ means the Companies Act 2006. A. Preliminary documents Index of documents — OfferEE/OFFEROR Scheme schedule — OfferEE/OFFEROR Parties list — OfferEE/OFFEROR Financial adviser’s client letter on confidentiality, etc — Rule 2.1(b) — FINANCIAL ADVISER Due diligence checklist — OFFEROR AND (IF APPROPRIATE) OFFEREE Application to inspect the offeree’s share register and register of interests, plus other details on the offeree’s share capital, shareholders and option holders, etc — CA 2006, ss 114 and 808; Note 3 on Rule 10.1 — OFFEROR Request for details about share interests — CA 2006, s 793 — OFFEREE/OFFEROR Request for information provided to a competing offeror (if appropriate) — Rule 21.3 — OFFEROR Note for directors on legal, Code and other duties — Rules 2.1(b) and 19.1 — OFFEROR/OFFEREE ...

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PRECEDENTS
Board minutes template: PLC to private unlimited re-registration (Companies Act 2006): unanimous member assent, articles/name changes, RR07 application

Company number: [ insert number ] Minutes of a meeting of the board of directors (the Meeting) of [ insert full name of company ] (the Company) Held at [ insert place of meeting ] on [ insert day, month and year of meeting ] at [ insert time of meeting ] [ am OR pm ]. Present [ Insert names of the director(s) physically present ] [ Insert names of any directors present by telephone as permitted by the Company’s articles of association ] (by telephone) [ Insert names of any directors present by other means permitted by the Company’s articles of association ] (by [ insert other means ]) In attendance [ Insert names of anyone in attendance, who does not count towards the quorum for the Meeting (eg the company secretary, any legal advisers) (if any) ] Apologies [ Insert names of any directors who are unable...

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Q&As
s.3C Leave: Withdrawing Application—UK Stay Before Re‑entry Ban

Practice Note: Suitability grounds for refusal and cancellation of permission notes that, under the Immigration Rules, Part 9, para 320(7B): Unless an exemption applies, or the relevant re-entry ban has expired, any application made under a route within Parts 2–8, or under Appendix Armed Forces, must be refused where the person has previously breached UK immigration law by: overstaying, unless the overstay was 90 days or less (where it began before 6 April 2017) or 30 days or less (where it began on or after 6 April 2017) and, in either scenario, they left the UK of their own accord and not at public expense Where any of the above circumstances apply, any further application to re-enter the UK will be refused until the following re-entry ban has run: one year, if the individual departed the UK voluntarily and not at public expense—note that those refused entry at port fall within this category, provided they complied with the conditions set...

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