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 reduction in capital pursuant to section 57.

Provided, however, that 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 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.