Tulla Resources PLC, Re

Tulla Resources PLC, Re

The Demerger Scheme satisfies all statutory and discretionary requirements for sanction under section 899(1) CA 2006. The reduction of capital is not barred by section 641(2A), the class constitution is appropriate, the scheme is fair and reasonable, and there is no technical or legal defect. The court sanctions the scheme and confirms the reduction of capital.

Parties
Applicant: Tulla Resources plc
Jurisdiction
England and Wales
Judgment Date
01 December 2026
Procedural Posture
Scheme of Arrangement / Sanction Hearing
Outcome
scheme sanctioned
Legal Topics
Scheme of Arrangement, Reduction of Capital, Demerger, Shareholder Rights
Company Law Scheme of Arrangement Reduction of Capital Demerger Shareholder Rights

Case Brief

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Parties

Tulla Resources plc

Applicant

Procedural Posture

Scheme of Arrangement / Sanction Hearing

Legal Issues

  1. 1 Whether the Demerger Scheme satisfies the statutory and discretionary requirements for sanction under section 899 of the Companies Act 2006
  2. 2 Whether the reduction of capital is permissible and not barred by section 641(2A) CA 2006
  3. 3 Whether class constitution and representation at the meeting were appropriate

Ratio Decidendi

The Demerger Scheme satisfies all statutory and discretionary requirements for sanction under section 899(1) CA 2006. The reduction of capital is not barred by section 641(2A), the class constitution is appropriate, the scheme is fair and reasonable, and there is no technical or legal defect. The court sanctions the scheme and confirms the reduction of capital.

Court Disposition

scheme sanctioned

Orders

  • The Demerger Scheme is sanctioned under section 899(1) CA 2006.
  • The cancellation of the Demerger Bonus Shares is confirmed under section 648(1) CA 2006.