Directors of Limited Companies incorporated before 01st June 2015 need to consider their Company Designation and Converting Requirements under the Companies Act 2014 which was commenced into law on 01 June 2015.
CRO will NOT issue a new Constitution (Memorandum & Articles of Association). If the company does not convert by 30th November 2016 the existing Memorandum and Articles will be deemed its constitution except for its objects clause. 
If private limited companies do not act and wait for the 18 month transition period, then they will automatically be converted to the Limited Liability Company (LTD) status. This may not be the best option for Directors as companies may be benefiting of entitlements under the new Private Limited Company with Shares.
Current Companies under the new act may wish to have a single Director, and if so you need to act now.
Converting to the correct designation and company type is just a case of deciding on which of the two types you require.
Old Private Limited by Shares (EPC) company type must choose to convert to one of these two new company types:-
- Designated Activity Company (DAC)
- Private Company Limited by Shares (LTD)
| 1. Designated Activity Company (DAC) |
2. Private Company Limited By Shares (Limited) |
| Minimum of 2 Directors | Minimum of 1 Director |
| Secretary must be separate, cannot be sole Director | Secretary can be one of the Directors |
| 1-149 Shareholders | 1-149 Shareholders |
| Objects clause within Memorandum limits Capacity of the Company. | Has a one page constitution document. |
| Must have Authorised Share Capital | No Authorised share capital requirement |
| Must hold an AGM | Need not hold an AGM |
| Can be an Insurance Undertaking or Credit Institution | Cannot be an Insurance Undertaking or Credit Institution |
Conversion Process (18 month transition period)
This “conversion” procedure affects approximately 85% of Irish registered companies which were Private Companies (Limited by Shares). All companies currently registered as the “Private Limited by Shares” company type must choose to convert to one of these two new company types – LTD (Private company limited by shares), or DAC (Designated Activity Company) under the new act. Existing private companies (limited by shares) (EPCs) on the register do not automatically become DAC companies on 1st June 2015.
Converting during the transition period:
Companies should convert as early as possible. Contact us or visit our Services page to choose conversion.