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Capital formation of subsidiaries.
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41.—(1) Subject to the provisions of this section, the whole of the issued share capital of each subsidiary shall be held by the Company or by nominees of the Company.
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(2) One share in the share capital of each subsidiary shall be allotted to each of the subscribers to the memorandum of association of that subsidiary.
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(3) The cost of the shares referred to in subsection (2) shall be advanced to the subscribers by the Company.
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(4) A person who holds a share in a subsidiary as a nominee of the Company or as a subscriber to the memorandum of association of the subsidiary or by virtue of subsection (5) shall hold the share in trust for the Company and shall accordingly be bound to pay all dividends and other moneys which he or she receives in respect of the share to the Company and to transfer, as and when required by the Company, the share to the Company or a person nominated in that behalf by the Company.
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(5) The Company may, from time to time as occasion requires for the purpose of compliance with so much of the Acts as requires that there shall always be a minimum number of members of a company, transfer without payment therefor to any person one of its shares in the subsidiary.
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(6) Shares in a subsidiary may not be issued or transferred to a person other than the Company or a person who holds them in trust for the Company without the consent of the Minister and the Minister for Finance, and the number of shares held by the Company in a subsidiary shall not be so reduced by such an issue or transfer (unless such reduction is authorised by Dáil Éireann by resolution) that the number of such shares held by the Company is less than a majority of the issued shares in the subsidiary.
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