Revisions to the Companies Act 2014

On March 15, 2024, the General Scheme of the Companies (Corporate Governance, Enforcement, and Regulatory Provisions) Bill 2024 was unveiled. This legislation proposes substantial revisions to the Companies Act 2014, focusing mainly on four key aspects of company law, Insolvency, Administration, Governance, and enforcement.

The proposed changes to the bill will amend and enhance the powers of the Corporate enforcement authority as well as the companies registrations office and the Accounting supervisory authority.

The most significant change is to the loss of Audit exemption on a late annual return. In Ireland, companies are typically required to submit annual returns to the Companies Registration Office (CRO) 6 months post incorporation, and annually after the first annual return.  The annual return date is typically the anniversary of the company’s incorporation or the date to which the company’s previous annual return was made up to.

Regular reviews of the legislative framework provided by the Companies Act 2014 are conducted to ensure the continued relevance and effectiveness of its original objectives. These reviews consider input from stakeholders, developments in case law, and insights from the Company Law Review Group (CLRG). Such assessments are essential for ensuring that statutory bodies established under the Act—namely, the Companies Registration Office (CRO), the Corporate Enforcement Authority (CEA), and the Irish Auditing and Accounting Supervisory Authority (IAASA)—possess the necessary legislative mechanisms to carry out their statutory duties effectively. The proposed Revisions to the Companies Act 2014 were published on 15th March 2024.

Company legislation establishes the legal structure and operations for both domestic and foreign companies registered in Ireland. It aims to strike a balance by simplifying day-to-day business operations, safeguarding the interests of stakeholders such as creditors and investors, and establishing robust corporate governance standards for compliance. This framework is delineated within the Companies Act 2014 and associated statutory instruments. If you are looking to register a company in Ireland then its important to be aware of these regulatory changes.