Here is a summary of developments in relation to the Irish Companies Act 2014 as of this date.
- 1 June remains as the target date for commencement. The draft Commencement Order is expected to be made by the Minister in April 2015.
- New accounts–related requirements such as the Directors’ Compliance Statement and the requirement for a statutory Audit Committee are expected to apply with respect to financial years commencing on or after 1 June 2015.
- This means by way of example:
- If your financial year commences on 1 July 2015 and your company is within the scope of the relevant provisions, you must have an Audit Committee in place on that date.
- If (as will be the case with a majority of companies) your financial year commences on 1 January and your company is within the scope of the relevant provisions, you must (i) have compliance systems in place from 1 January 2016 and (ii) add a Directors’ Compliance Statement in your accounts for financial year ending 31 December 2016.
- It has not yet been decided whether there will be a continuance of the suspension of the repeal of Part V of the Companies Act 1990 (insider dealing on MTFs) and the Companies (Amendment) Act 1999 (stabilisation rules on MTFs) or instead an application of the regulated markets’ market abuse regime to those unregulated markets.
- The Companies (Accounting) Bill – heralded in the Government’s legislative programme for Spring and Summer 2015 – will be published in April 2015, with a view to enactment by 20 July 2015, the prescribed date for transposition. This Bill will have the stated purpose of transposing Directive 2013/34/EU. (See here for DJEI consultation on this Directive.) This Directive consolidates and restates existing EU accounting law with some amendments.
- The most significant change expected in this Bill will be the removal of the exemption from public disclosure of the accounting information of unlimited companies whose ultimate shareholders are limited companies.
- The new Companies (Forms) Order will be made in April 2015. See here for the draft forms proposed to be prescribed.
- There is no news yet as to whether there will be new Rules of the Superior Courts in time for the planned date of commencement.
The content of this article is provided for information purposes only and does not constitute legal or other advice. Mason Hayes & Curran (www.mhc.ie) is a leading business law firm with offices in Dublin, London and New York.