The Consolidated Companies Act 2015

Hear Ye, Hear Ye!! The Consolidated Companies Act is set to become law in mid 2015. For us getting excited by all of this, we can expect the company law landscape changed forever, as the largest piece of legislation ever seen in the state passes its way slowly through he houses of the Oireachtas. The main points relevant to ICON clients are as follows:

• A Private Limited Company (nearly all companies) will become known as ‘Company Limited by Shares’ (LTD for short)

• Companies set up for a specific purpose (community water scheme etc) will be known as a ‘Designated Activity Company (DAC).

• Single Director Companies will be permitted once a separate Company Secretary is appointed. The duties of Company Directors will be simplified (Your 93 year old granny can be taken off as the second director!!)

• The need for a ‘physical’ Annual General Meeting (AGM) will be dispensed with, once the shareholders agree.

• The Memorandum & Articles of Association will be replaced by one document. This Constitution which will be provided by default, unless a DAC.

• The law relating to the strike off of companies will be consolidated and radically overhauled and a legal distinction between voluntary strike-off and involuntary strike-off will be created.

• A new “summary approval procedure” no longer require companies to obtain High Court approval for certain transactions, including capital reductions, and solvent windings up.

• Audit exemption will now be possible for holding/subsidiary companies once certain conditions are met, and thresholds for audit exemption will change so more companies can avail of same. Perhaps President Michael D Higgins should don the town crier attire and take to the streets after he signs the new legislation into law! John Bell FCCA