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Companies Act 2014 - The New Form of Constitution

11/05/2015

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Ireland

The Companies Act 2014 (the “Act”) was signed in law in December 2014 and will modernise company law in this jurisdiction.  The Act, due to take effect from 1 June 2015, introduces new rules in relation to how companies are formed and how they are administered after incorporation and will impact all Irish Companies, their shareholders and their directors.

In this E-Zine Peter O'Neill, Associate in the Commercial and Corporate Department provides an overview of the New Form of Constitution introduced by the Act.

NEW FORM OF CONSTITUTION

One of the most immediate and practical implications of the new Act will be the creation of a new form constitution for all existing and new companies. This will mean the end of the existing memorandum and articles of association which has, to date, largely been the “go to” document when determining what a company can and cannot do.

In the case of an LTD, a company's constitution will take the form of a single-document. In the case of a DAC, plc, unlimited company and company limited by guarantee, the constitution will continue to require a two-document constitution to accommodate the requirement for an objects clause to be included. In either case, it is anticipated that the new form constitution will be shorter in length than most company's current memorandum and articles of association.

[table id=8 /] Note: The next E-Zine in this series will look at the steps company directors should take to prepare for the introduction of the act.

Remember that this article is for information purposes only and does not constitute legal advice. Specific advice should always be taken in given situations.