33. Acquisition of own shares
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(1) Subject to any limitations in its memorandum or articles, an international business company may purchase, redeem or otherwise acquire and hold its own shares but only out of surplus or in exchange for newly issued shares of equal value.
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(2) A purchase, redemption or other acquisition permitted under subsection (1) shall not be made unless the directors determine that immediately after the purchase, redemption or other acquisition—
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(a) the international business company will be able to satisfy its liabilities as they become due in the ordinary course of its business; and
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(b) the realisable value of the assets of the international business company will not be less than the sum of its total liabilities other than deferred taxes, as shown in the books of account, and its capital,
and, in the absence of fraud, the decision of the directors as to the realisable value of the assets of the international business company is conclusive, unless a question of law is involved.
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(3) A determination by the directors under subsection (2) is not required where shares are purchased, redeemed or otherwise acquired—
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(a) under a right of a member to have his or her shares redeemed or to have his or her shares exchanged for money or other property of the international business company;
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(b) by virtue of a transfer of capital under section 35(1)(b)(iii);
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(c) by virtue of the provisions of section 83; or
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(d) under an order of the Court.
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(4) Subject to any limitations in the memorandum or articles, shares that an international business company purchases, redeems or otherwise acquires may be cancelled or held as treasury shares unless the shares are purchased, redeemed or otherwise acquired by virtue of a reduction in capital in a manner that would be a contravention of the requirements of section 35(3), in which case they shall be cancelled but they shall be available for reissue; and upon the cancellation of a share, the amount included as capital of the company with respect to that share shall be deducted from the capital of the international business company.