Section 14 : Conversion of public company into a private company

1) In the following circumstance, a public company shall be converted into a private company under this Section:

(a) If the number of shareholders of the public company becomes less than seven,

(b) If the public company fails to maintain its paid-up capital under Section 11 or the paid-up capital as referred to in Section 11 is not maintained because of a reduction in capital pursuant to Section 57.

However, this provision shall not apply to the company as referred to in sub-section (2) of Section 11.

2) In the event of occurrence of a circumstance as referred to in sub-section (1), the concerned public company shall make necessary amendments to its memorandum of association and articles of association and convert it into a private company within six months.

3) The concerned public company shall make an application, accompanied by copies of the memorandum of association and articles of association amended pursuant to sub-section (2) and the prescribed fees, to the Office for being converted into a private company within thirty days after the making of such amendment.

4) On receipt of an application pursuant to sub-section (3), the Office shall mention in the company register the contents of the conversion of such company into a private company and give a company conversion certificate, as prescribed, within sixty days.

5) In the event of conversion of any public company into a private company pursuant to sub-section (4), all the assets and liabilities of the public company to be so converted shall devolve on the successor company.