Western Australian Consolidated Acts Western Australian Consolidated Acts (1) Subject to the
provisions of this section, a company limited by shares may, if so authorised
by its articles, issue preference shares which are, or at the option of the
company are to be liable to be redeemed.
(2) No such shares
shall be redeemed except out of profits of the company which would otherwise
be available for dividend or out of the proceeds of a fresh issue of shares
made for the purpose of the redemption.
(3) No such shares
shall be redeemed unless they are fully paid.
(4) Where any such
shares are redeemed otherwise than out of the proceeds of a fresh issue, there
shall, out of the profits which would otherwise have been available for
dividend, be transferred to a reserve fund, to be called “the capital
redemption reserve fund”, a sum equal to the amount applied in redeeming
the shares, and the provisions of this Act relating to the reduction of the
share capital of a company shall, except as provided in this section, apply as
if the capital redemption reserve fund were paid up share capital of the
company.
(5) Where any such
shares are redeemed out of the proceeds of a fresh issue, the premium (if any)
payable on redemption must have been provided for out of the profits of the
company before the shares are redeemed.
(6)(a) There shall be
included in every balance sheet of a company which has issued redeemable
preference shares a statement specifying what part of the issued capital of
the company consists of such shares and the date on or before which those
shares are, or are to be liable, to be redeemed.
(b) If a
company fails to comply with the provisions of this subsection, the company
and every officer of the company who is in default shall be liable to a fine
not exceeding $100.
(7) Subject to the
provisions of this section, the redemption of preference shares thereunder may
be effected on such terms and in such manner as may be provided by the
articles of the company.
(8) Where in pursuance
of this section a company has redeemed or is about to redeem any preference
shares, it may issue shares up to the nominal amount of the shares redeemed or
to be redeemed as if those shares had never been issued, and accordingly the
share capital of the company shall not, for the purposes of any enactments
relating to fees payable on an increase of capital, be deemed to be increased
by the issue of shares in pursuance of this subsection: Provided that, where
new shares are issued before the redemption of the old shares, the new shares
shall not, so far as relates to fees payable on an increase of capital, be
deemed to have been issued in pursuance of this subsection unless the old
shares are redeemed within one month after the issue of the new shares.
(9) Where new shares
have been issued in pursuance of the last foregoing subsection, the capital
redemption reserve fund may, notwithstanding anything in this section, be
applied by the company, up to an amount equal to the nominal amount of the
shares so issued in paying up unissued shares of the company to be issued to
members of the company as fully paid bonus shares.
[Section 60 amended by No. 113 of 1965
s. 8(1).]