New rules of the courts have been issued in order to facilitate the operation of the Companies Act 2014 which entered into force on 1 June 2015. These rules have been published in the form of statutory instruments (S.I.), with the District Court (Companies Act 2014) Rules 2015 issued as S.I. No. 256 of 2015 and the Rules of the Superior Courts (Companies Act 2014) 2015 issued as S.I. No. 255 of 2015, which came into operation on 1 July 2015. These new rules deal with various matters for which applications can be made to the courts including mergers and divisions, high court examinership and the winding-up of companies.
The new Companies Act 2014, which commenced on 1 June 2014, aims to radically reform and simplify company law in Ireland. The new Act aims to streamline certain transactions and reduce the compliance burden on companies.
One of the new procedures introduced is known as the Summary Approval Procedure (‘SAP’) and is covered in Chapter 7, Part 4 of the Companies Act 2014. It combines several validation procedures from previous Acts into a single process. It enables companies to engage in certain restricted activities, subject to those parties that the restrictions are designed to protect (such as shareholders or creditors) granting their consent.
The provision in Irish legislation allowing persons who are not residents of an EEA (European Economic Area) member state to be a Director of an Irish company has been in force under the Companies (Amendment) (No.2) Act, 1999 since its enactment on 15 December 1999.
Section 43 (1) of the Act stated that at least one person who was a Director of the company must be a member of the state, although subsection (3) of the Act provided that this rule would not apply if the company held a bond in the prescribed form to the value of IR£20,000.
With the commencement of the Companies Act 2014 (“CA 2014”) on 1 June 2015, directors of existing private limited companies need to decide which company type under the new Act is most suitable for them, either a Designated Activity Company (“DAC”) or the new model company type of Company Limited by Shares (“LTD”), and amend or prepare new constitution documents accordingly.
For the duration of the 18-month transition period, existing private companies limited by shares will operate under the DAC legislation, so company directors should seriously consider converting sooner rather than later in order to take advantage of the less burdensome obligations provided for the new LTD company type.
The new Companies Act 2014 aims to radically overhaul, modernise and streamline company law in Ireland and is set to be commenced on 1 June 2015. This blog will look at some of the changes the new Act will entail in relation to company officers.
While directors’ duties will remain much the same under the new Act, the major change is that these duties, previously established in case law rulings over many years, will for the first time be codified into eight fiduciary duties set out in Part 5, Section 228 of the new Act.
The Companies Act 2014 will commence on 1 June 2015. It heralds the introduction of two new private company types, the Designated Activity Company (“DAC”) and the Private Company Limited by Shares (“LTD”). Existing private limited companies, which account for over 90% of companies on the Irish register, must choose to become either a DAC or LTD company.
Although a default position exists, deferring the decision to become either a DAC or LTD company is not recommended. This article advises of the benefits to be gained from proactively making a decision in early course.
Making A Name For Yourself
When incorporating a company, choosing the right company name is important. A company name must be unique. A name that is identical or overly similar to one which already exists will not be registered.
Where there is a similar company name in existence which obstructs the registration of a company name, it is possible to furnish the Companies Registration Office with a Letter of No Objection from the existing company to the use of the proposed name. For example, where the two companies will be associated or where the beneficial owner of both companies is the same.
The aim of the new Companies Act 2014 is to simplify and streamline company law in Ireland and will enter into force on 1 June 2015. The new Act seeks to place small private limited companies, which account for approximately 85% of all companies registered in Ireland, at the heart of the legislation, making it easier for them to do business.
Among the many and wide-ranging changes this new Act will give rise to are in relation to the rules surrounding audit exemptions. The purpose of the audit exemption is to reduce any disproportionate and undue administrative burden on those companies that meet the relevant criteria.
Certain Irish companies find it valuable or essential for businesses to open a branch in Northern Ireland. This blog will examine the process undertaken when an Irish company establishes a branch in Northern Ireland.
Companies place trust and confidence in their directors to act in the best interests of the company. The special degree of trust between a company and director creates a fiduciary relationship. The rules of no-conflict of interest and no secret profit reassures companies that the directors will act in the best interests of the company.