19) Liquidation in connection with new share issue

Factual information:

There are four shareholders in company X. The company has one share class, ordinary shares. It has been decided that the company is to be liquidated with a subsequent new share issue. After the new share issue, there are three shareholders.

Information from the previous year:

Total share capital in the company: NOK 100,000 (balance brought forward) NOK 100,000 (balance carried forward) 
Number of shares: 1,000 
Nominal value per share: NOK 100
Paid-up share capital: NOK 100,000

Information for the year (carried forward):

Total share capital in the company: NOK 300,000
Number of shares: 3,000 
Nominal value per share: NOK 100 
Paid-up share capital: NOK 300,000

Solution:

Enter the figures above as shown in the attachment below. One shareholder’s holding in the company is altered to 0% at the end of the year. Partial liquidation, Unequally divided must therefore be registered for him. The remaining three shareholders will participate in the new share issue and must therefore register Partial liquidation, Equally divided. See the completion of RF-1086 below.

Special remarks:

The sequence of the partial liquidations is important. The unequally divided partial liquidation must be carried out before the equally divided liquidation.

In order for the company to be considered as liquidated, the new share issue must be registered on the same day as the Partial liquidation equally divided.

The shareholders do not need to have the same holding after the new share issue as they had before the partial liquidation equally divided.

 

For correct completion, see the examples of correctly completed shareholder register statements:

 Liquidation and new share issue Main form and sub-form