Ireland · Investigations, restriction and disqualification

Investigations, production of books and documents, compliance orders and disclosure orders

the Companies Act 2014 · sections 747, 751, 753 to 755, 768, 776, 785, 797, 813, 817 and 886

An investigation begins with notice, and the notice period is short. A person who intends making an application under section 747 must give not less than 14 days' written notice of that intention to the Authority, and to the other persons the subsection names (section 747(5)). A company that learns of the application only when it is served has already lost the chance to be heard on the notice.

A compliance order is not a first step, it is a second one. Section 797 applies where a company or an officer has failed to comply with a provision of the Act and has then failed to remedy the default (section 797(1)). The company that answers the first letter and fixes the defect never reaches the section, which is why the correspondence file matters more than the eventual court file.

Sections 747, 751 and 753 to 755 govern the appointment of inspectors, the conduct of an investigation and the production of books and documents. Sections 768, 776 and 785 govern the further powers, including restrictions that may be placed on shares. Sections 813 and 817 carry related enforcement provisions and section 886 carries an evidential provision that applies across the Act.

Sections 797 and the sections around it carry compliance orders and disclosure orders. These are directed at the company and at named officers, so the exposure is personal as well as corporate. A defect that has been remedied is still a defect, but it is one that has been answered, and the record of remedying it is the company's own responsibility to keep.

Files 115 and 116 of the IE-COMPANY package cover this situation. File 115 works through any investigation, the production of books and documents, the persons who received notice and on what date, and any restriction placed on shares. File 116 works through compliance orders, disclosure orders and the evidential provisions, asking what default was alleged, what was done to remedy it and what record exists of that remedy.

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

• File 115 · Investigations: production of books and documents and restrictions on shares
• File 116 · Compliance orders, disclosure orders and evidential matters

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

• Restriction and disqualification of directors
• The designated activity company
• The company limited by guarantee
• Unlimited companies: private, public and public unlimited without share capital
• Re-registering as another type of company
• Forming a public limited company and the trading certificate
• PLC share issues, payment and non-cash consideration
• Disclosing an interest in a PLC's shares
• 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

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