When a company allots new shares the usual consideration paid by the investor is cash. Sometimes shares are allotted when the consideration is non-cash or a mixture of cash and non-cash.
Non-cash assets would typically be a tangible asset such as a building or a machine, or non-tangible items such as shares in another company, IP rights or even time spent.
During the allotment process, after ascertaining whether the shares are fully paid, partly paid or nil paid, Inform Direct will ask whether the consideration was:
- Fully in cash (the default choice)
- Fully non-cash
- Mixture of cash and non-cash
The option selected will determine the information required to complete the allotment.
The default will always select Fully in Cash but the other two options are detailed below:
If either of the non-cash options is selected:
There will be 2 fields additional which you will be required to complete. These are:
1. Amount treated as paid on non-cash consideration.
This is the amount treated as paid in respect of the asset(s) transferred to, or other non-cash consideration provided to, the company in consideration for the shares being allotted. The amount entered must be such that the Share premium per share is either greater than or equal to £0.00. Note:
- The amount entered will not be included in the form SH01 submitted to Companies House; nor
- will it show in the register of allotments.
2. Description of non-cash consideration for inclusion in the registers and sending to Companies House.
This is a brief description of the asset(s) transferred to, or other non-cash consideration provided to, the company in consideration for the shares being allotted. E.g. if 2,000 ordinary £1.00 shares in another company then enter '2,000 ordinary shares of £1.00 each in New Holding Company Ltd'. The text entered here will show:
- in the form SH01 submitted to Companies House; and
- will show in the register of allotments.
Once you have completed the description click the green 'Next' button. You will then return to the standard allotment flow.
Note: Inform Direct will automatically calculate the Share premium per share based on the value of the non-cash consideration
This text entered in box 2 above will show on the SH01 form at Companies House as below. The amount entered in box 1 above i.e. the Amount treated as paid on non-cash consideration will NOT show on the SH01.