ABSTRACT
The main distinction between private and public companies is the restriction upon the marketing of private company shares: • Section 81 (which has generally been repealed but remains in force
for this purpose; see SI 1995/1538) provides that it is a criminal offence for a private limited company to: ❍ offer its shares or debentures to the public; ❍ allot or agree to allot shares or debentures with a view to all or
any of those shares or debentures being offered to the public, that is, securities are allotted to an intermediary who on-sells to the public. There is a presumption that shares or debentures are being so offered if the securities were actually sold to the public within six months of the allotment or if at the time of the offer the company had not received the whole consideration for the shares or debentures (s 58).
