Section 113:

113. Court may grant exemption where company insolvent (1) The company shall apply to the Court for an order exempting it from the obligation to purchase its shares, where— (a) a notice is given to a company under section 109; (b) the Board has resolved that the purchase by the company of the shares to which the notice relates would result in it failing to satisfy the solvency test; and C35 – 75 [Issue 1] Companies Act (c) the company has, following reasonable efforts to do so, been unable to arrange for the shares to be purchased by another person in accordance with section 109 (2) (b). (2) Where the Court is satisfied that the purchase of the shares would result in the company failing to satisfy the solvency test and the company has made reasonable efforts to arrange for the shares to be purchased by another person in accordance with section 109 (2) (b), the Court may make— (a) an order exempting the company from the obligation to purchase the shares; (b) an order suspending the obligation to purchase the shares; or (c) such other order as it thinks fit, including any order referred to in section 112 (2). (3) For the purposes of this section, the stated capital of a company shall not be taken into account in determining whether the company shall, after the purchase, fail to satisfy the solvency test. (4) Notwithstanding subsection (3), where the company has entered into an agreement with a shareholder under section 110 (3), the stated capital shall be taken into account to the extent required by the agreement unless the shareholder’s prior consent is obtained. Sub-Part D – Variation of Rights