New Companies Legislation

The new companies legislation is due to come into law in June 2015. This long awaited piece of legislation is one of the biggest amendments in the history of the state and will concern anyone with a Company in Ireland, and anyone thinking of forming a company in Ireland. The Governments goal is to make Ireland one of the easiest places in the world to do business, and the changes in the legislation are to be welcomed. The main objective of the legislation is to simplify and modernise company law in Ireland. Almost 90% of companies in Ireland fall into the category of Private Limited, and the new legislation is designed around this model. The first half of the new legislation is concerned with this category of company, and if your company falls into this category you need not be concerned with the rest of the legislation.

So whats new?

Currently companies are required to have two Directors, but under the new legislation, there is a provision to have only one. There must be a separate Secretary however.
The company may have more than one or more members to a maximum of 149.
There is a provision for Irish Companies to merge akin to EU cross border regulations.
The act will make it easier for third parties to transact with the company as they will not need to concern themselves as to whether the company they want to transact with is acting within its powers. The new entity will have the same legal powers as a natural person, and the company will not have to have an “Objects Clause”
There will be a single document Constitution replacing the current Memorandum & separate Articles of Association. Provisions commonly found in a current companies Articles of Association will now be found in the new legislation.
There is no obligation to hold a physical Annual General Meeting.
It will be easier for Directors to understand their duties as duties that Directors are currently subject to under statute and under common law will be consolidated in the act.

We are currently preparing forms and procedures to reflect the new act when it comes into law in June. Our website will be changing to reflect the act and its provisions. Our Services Page will change dramatically on the due date and as we get closer to the due date.

If you need any information on forming a company in Ireland before this time then please don’t hesitate to contact us.