7th April 2023
Minister of State for Trade Promotion, Digital and Company Regulation, Dara Calleary TD, will later this month launch a public consultation on proposals to enhance the Companies Act 2014.
The Department of Enterprise, Trade and Employment will seek views on a proposed Companies (Corporate Governance, Enforcement and Regulatory Provisions) Bill which will focus primarily on four areas of company law - corporate governance, enforcement, administration and insolvency.
Speaking ahead of the consultation’s launch, Minister Calleary said:
“A fit for purpose company law framework is an essential part of doing business in Ireland. It provides business certainty, enables entrepreneurs to take appropriate risks, it supports the growth of enterprises, and assists in job creation.
“So it is vital that the Companies Act is reviewed regularly to make sure that its original objectives are still valid and that they are being achieved as intended.
“Once the consultation is launched, I will be encouraging stakeholders to consider the specific proposals outlined and to highlight potential amendments that would enhance the company law regime.”
Some of the issues on which views will be sought include:
- Providing companies and industrial and provident societies with the option, in addition to the option to hold physical and hybrid meetings, to hold fully virtual AGMs and general meetings on a permanent basis;
- Delivering on Programme for Government commitment in relation to the regulation of receivers;
- Extending certain reporting obligations to examiners, interim examiners and process advisors;
- Amending the audit exemption regime for small and micro companies, to remove automatic loss of audit exemption and put in place a two-step, graduated procedure to deal with late filing;
- Certain enhanced powers for the Corporate Enforcement Authority, the Irish Auditing and Accounting Supervisory Authority and the Companies Registration Office to strengthen the State’s capability to meet the challenges faced in investigating and prosecuting alleged breaches of company law.
Notes to editor
- The public consultation is expected to launch by the end of April 2023.
- Once launched, the public will be invited to make submissions to the Department on the specific proposals outlined in the consultation document as well as providing an opportunity for stakeholders to highlight potential amendments that would enhance the company law regime.
- Responses to the consultation will help inform the work to be undertaken by the Department in the development of company law.
Company law provides the legislative framework for the structure and operation of companies registered in Ireland, whether domestic or foreign. It seeks to ensure a balance between simplifying the day-to-day running of a business; maintaining necessary protections for those dealing with companies, such as creditors and investors; and putting in place an effective corporate governance regime to ensure compliance. This law is contained in the Companies Act 2014 and related statutory instruments.
The legislative framework provided for by the Companies Act 2014 is regularly reviewed to ensure that the original objectives remain valid and are being achieved and to consider developments arising from stakeholder engagement, developments in case law and the work of the Company Law Review Group (CLRG). The Department is also committed to ensuring that the statutory authorities established under the acts have the appropriate legislative tools to effectively undertake their statutory functions.
Since 2020 the Companies Act 2014 has been amended three times to give effect to Government priorities and commitments in the Programme for Government through:
- The Companies (Miscellaneous Provisions) (Covid 19) Act 2020;
- The Companies (Rescue Process for Small and Micro Companies) Act 2021; and
- The Companies (Corporate Enforcement Authority) Act 2021.
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