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Section 653: Liability to creditor in case of omission from list of creditors

Companies Act 2006 · 2006 c. 46View on legislation.gov.uk

Part 17: A company's share capital — Chapter 10: Reduction of share capital

This section applies where, in the case of a reduction of capital confirmed by the court—

a creditor entitled to object to the reduction of share capital is by reason of his ignorance—
of the proceedings for reduction of share capital, or
of their nature and effect with respect to his debt or claim,

not entered on the list of creditors, and

after the reduction of capital the company is unable to pay the amount of his debt or claim.

Every person who was a member of the company at the date on which the resolution for reducing capital took effect under section 649(3) is liable to contribute for the payment of the debt or claim an amount not exceeding that which he would have been liable to contribute if the company had commenced to be wound up on the day before that date.

If the company is wound up, the court on the application of the creditor in question, and proof of ignorance as mentioned in subsection (1)(a), may if it thinks fit—

settle accordingly a list of persons liable to contribute under this section, and
make and enforce calls and orders on them as if they were ordinary contributories in a winding up.

The reference in subsection (1)(b) to a company being unable to pay the amount of a debt or claim has the same meaning as in section 123 of the Insolvency Act 1986 (c. 45) or Article 103 of the Insolvency (Northern Ireland) Order 1989 (S.I. 1989/2405 (N.I. 19)).

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This legislation text comes from legislation.gov.uk. Contains public sector information licensed under the Open Government Licence v3.0. These source and reuse terms cover the legislation text, not Remedy's commentary.

Reuse reviewed 21 August 2026 under Open Government Licence v3.0.