Ireland · The public limited company

Disclosing an interest in a PLC's shares, the acquisitions register and investigations

the Companies Act 2014 · sections 1048, 1050, 1052, 1053, 1056, 1057, 1060 to 1065 and 1067 to 1070

The notification clock is five days and it runs from the day the duty arises, not from the day the holder notices. A person's duty to make a notification under section 1048 or 1050 must be performed within the period of 5 days after the day on which the duty arises, and the notification must be in writing to the PLC (section 1053(1)). Where a duty arises under section 1053(4), it must be performed within 5 days after the day it arises (section 1053(5)). A person's duty to give any notice required by section 1057 to another person must be performed within 5 days after the day it arises (section 1057(8)).

The company's own clock is shorter still. An obligation imposed on a PLC by section 1061(2) or (3) must be fulfilled within the period of 3 days after the day on which it arises (section 1061(4)). Where a name is removed from the register under section 1067(1) or (3), or under an order made under section 1067(6), the PLC must act within the period section 1067(7) sets.

Sections 1048, 1050, 1052 and 1053 impose the duty of disclosure, set the percentage that triggers it and set the periods described above. Where a reduction in the percentage is specified by order and a person's interest is affected in consequence, section 1052(3) governs what follows. Sections 1056 and 1057 deal with persons acting together and with the enforcement of the obligation.

Sections 1060 to 1065 govern the individual and group acquisitions register, the index, investigations by the PLC and investigations on the requisition of members. Unless the register is in a form that constitutes an index in itself, the PLC must keep an index of the names entered in it (section 1061(8)), and if the PLC ceases to be a PLC it must continue to keep the register and any index as section 1061(9) requires. Where an investigation under section 1064 is not concluded in the manner section 1065(2) describes, that subsection applies, and the PLC has 3 days after making a report available for inspection to act as section 1065(3) requires. Sections 1067 to 1070 govern removal of entries and notification to the market operator.

Files 128, 129, 130, 131 and 132 of the IE-COMPANY package cover this situation. File 128 works through the duty of disclosure and the notification particulars. File 129 works through persons acting together and enforcement. File 130 works through the acquisitions register and company investigations, and File 131 works through registration of disclosed interests and investigations on requisition. File 132 works through removal of entries and notification to the market operator.

This situation is covered by these files from the pack IE-COMPANY

• File 128 · Interests in a PLC's shares: the duty of disclosure and the notification particulars
• File 129 · Interests in a PLC's shares: persons acting together and enforcement of the obligation
• File 130 · The individual and group acquisitions register and company investigations
• File 131 · Registration of disclosed interests and investigations on requisition by members
• File 132 · Removal of entries from the register of interests and notification to the market operator

ComplianceSME tracks the Companies Act 2014 and issues update files through the membership, so that you are never working from a superseded version. Membership

• A PLC acquiring its own shares and making a distribution
• The PLC board, serious loss of capital and other PLC requirements
• A merger involving a public limited company
• A division involving a public limited company
• The traded PLC: general meetings and shareholder rights
• Shareholder identification, intermediaries, institutional investors and proxy advisors
• Remuneration policy, related party transactions and the corporate governance statement
• External companies: registering an Irish branch
• Registering an existing body or joint stock company as a company
• Public offers of securities and the minimum subscription
• Investment companies, umbrella funds and migration
• Foreign insolvency judgments, partnership size limits and signing by credit institutions
• Reports on payments to governments
• The statutory audit regime and public-interest entities
• Sustainability reporting and its assurance
• Schedule 3: the balance sheet and profit and loss formats
• Schedule 3: accounting principles, historical cost and fair value
• Schedule 3: the notes to the accounts
• Schedule 4: consolidating the group financial statements
• The small companies regime: Schedules 3A and 4A
• The micro companies regime: Schedule 3B
• Forming a private company limited by shares
• Company names, name changes and misleading trading names
• The registered office, the company seal and delivery of documents to the Registrar

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