New Companies Bill
New Companies Consolidation Bill
The Government has approved the drafting of a new Companies Bill which will reform, restructure and update company law in Ireland. The Bill will replace the existing Companies Acts 1963-2005 and relevant secondary legislation and is expected to be initiated in early 2007.
The Bill is expected to simplify many of the existing procedures, making company law more accessible to directors and shareholders of companies. The current legislation presupposes that the average company is a public company, however 88% of companies today are private companies limited by shares. It is envisaged that the new Bill will make the private company the model company to reflect this position. Other likely changes include:
The replacement of the Memorandum and Articles of Association with a single document called a Constitution
The introduction of single director private companies
Fiduciary duties of directors to be given a statutory basis
Change in the criteria for classifying small and medium sized companies
Extension of the power of the Director of Corporate Enforcement to petition the Court to wind up a company
The General Scheme of the Bill and initial drafts of some Parts are available on the Company Law Review Group website HYPERLINK "http://www.clrg.org" www.clrg.org and further details will be available here once the Bill is published by the Minister for Enterprise, Trade and Employment.