Companies Act 2014 update - A&L Goodbody

Companies Act 2014 update


Companies Act 2014 update:  (a) Enabling statutory instruments expected to be published shortly, and (b) amendments to May 1 commencement order

The Companies Act 2014 entered into force on 1 June and as a result, the new citation for the Companies Acts is "The Companies Act 2014".

(a) The Companies Act 2014 is expected to be supplemented by the making and publication, in the coming days, of a range of statutory instruments, designed to enable various actions to be carried out under the Act, or setting out requirements that need to be followed in order to comply with some of the Act's provisions.

For example, in order for the new "Summary Approval Procedure" to be used  to carry out four of the seven corporate transactions which would otherwise be restricted, an auditor's report, in a form to be prescribed by the Minister for Jobs, Enterprise and Innovation, will need to be drawn up.

The process of making the necessary supplementary SI's in fact started with the making, last week, of the COMPANIES ACT 2014 (SECTION 897) ORDER 2015, which provides that certain forms, prescribed under the Companies Act 2014 (Forms) Regulations 2015 (S.I. No. 147 of 2015), may be delivered to the Registrar of Companies only by the means provided for under the Electronic Commerce Act 2000.

(b) The Commencement Order bringing the bulk of the 2014 Act into force yesterday, which was originally published on May 1, has been amended to ensure that certain existing debt listings by public unlimited companies and certain existing private limited companies, will not fall foul of the prohibition in the 2014 Act on companies other than PLCs having securities listed or admitted to trading, subject to certain exemptions. It was not intended that such listings would be prohibited, and therefore this is a welcome development.

The amending order also clarifies the continuance in force of Part V of the Companies Act 1990 for PLCs listed on the ESM and GEM Markets of the ISE.

Please contact Julie Murray at jmurray@algoodbody.com if you have any queries concerning these developments.

Date Published: 2 June 2015