241. Approval of amalgamation proposal

in its opinion the amalgamation is in the best interests of the company ; and

it is satisfied that the amalgamated company will immediately after the amalgamation becomes effective, satisfy the solvency test.

a copy of the amalgamation proposal ;

copies of the certificates given by the directors of each board ;

a statement setting out the rights of shareholders under section 93 ;

a statement of any material interests of any director in the proposal, whether in that capacity or otherwise ;

such further information and explanation as may be necessary to enble a reasonable shareholder to understand the nature and implications for the company and its shareholders of the proposed amalgamation.

send a copy of the amalgamation proposal to every secured creditor of the company ; and

give public notice of the proposed amalgamation, including a statement to the effect that—

copies of the amalgamation proposal are available for inspection by any shareholder or creditor of an amalgamating company, or any person to whom an amalgamating company is under an obligation, at the registered offices of the amalgamating companies and at such other places as may be specified, during normal business hours ;

a shareholder or creditor of an amalgamating company or any person to whom an amalgamating company is under an obligation, is entitled to be supplied free of charge with a copy of the amalgamation proposal upon request made to an amalgamating company.

by a special resolution of the shareholders of each amalgamating company, in accordance with the provisions of section 92 ; and

if a provision in the amalgamation proposal would, if contained in an amendment to an amalgamating company’s articles or otherwise proposed in relation to that company, require the approval of an interest group, by a special resolution of that interest group.

directing that effect shall not be given to the proposal ;

directing the company or its board to reconsider the proposal or any part of it.