Section 68 CAMA 2020

Section 68 Companies and Allied Matters Act is about Re-registration of private limited company as unlimited. It is under Chapter 2 (Re-registration Of Companies) of PART B (Incorporation of Companies and Incidental Matters) of the Act.

Re-registration of private limited company as unlimited

(1) A private limited company may be re-registered as an unlimited company if—
(a) all the members of the company have assented to its being so reregistered ;
(b) the condition specified under subsection (2) is met ; and
(c) an application for re-registration is delivered to the Commission in accordance with section 69, together with—
(i) the other documents required by that section, and
(ii) a statement of compliance.

(2) The condition is that the company has not previously been reregistered as limited.

(3) The company shall make such changes in its name and its memorandum and articles—
(a) as are necessary in connection with its becoming an unlimited company ; and
(b) if it is to have a share capital, as are necessary in connection with its becoming an unlimited company having a share capital.

(4) For the purposes of this section—
(i) a trustee in bankruptcy of a member of the company is entitled, to the exclusion of the member, to assent to the company’s becoming unlimited ; and
(ii) the personal representative of a deceased member of the company may assent on behalf of the deceased.

(5) In subsection (4) (a), “a trustee in bankruptcy of a member of the company” includes—
(a) a permanent trustee or an interim trustee on the sequestrated estate of a member of the company ; and
(b) a trustee under a protected trustee deed granted by a member of the company.