The Companies Act 2014 contains some welcome innovations in company law, however, it also presents some legal quirks such as the procedure for a director to avail of an exemption from filing the details of their private residential address in the CRO. The exemption itself is, of course, especially welcome in light of tiger kidnappings, however, companies should be aware of the anomalies that have arisen in the process in practice.
What is the process?
The following must be submitted to the Registrar:
- Form T1 which is the request to exclude private residential address from the public register;
- The form A1 or B10 that appoints the applicant;
- The form B10 changing the address of the applicant (to the company’s registered office), if applicable; and
- A supporting statement from an officer of An Garda Síochána not below the rank of Chief Superintendent.
What anomalies arise?
- The statement of An Garda Síochána to be submitted to the Registrar of Companies must include a request that the usual residential address of the director should not appear on the register for reasons of personal safety or security, but:
- no guidance has been published on what level of evidence is required to make this application or the extent of threat necessary to satisfy this condition;
- it is unclear whether the director must attend the Garda station in person; and
- there appears to be no formal procedure currently in place in Garda stations to deal with these applications.
- The exemption will take effect from the date that the form T1 has been registered and will apply to forms submitted to the CRO after the date of registration. Companies should note that:
- addresses already on the public register will not be removed and so the exemption really only applies to new addresses; and
- a separate application must be made for each company involved.
What do company directors need to do after the exemption is granted?
Care must be taken to ensure that once the exemption has been granted, the director uses only the company address and not his private residential address in all correspondence with the CRO as the exemption is automatically cancelled where the director’s residential address is included in any subsequent form submitted to the CRO. The CRO does not accept any responsibility for any subsequent disclosure of the address.