Pearse Trust Blog



Consequences of Breaching Statutory Compliance Requirements

Posted by Pearse Trust on Wednesday, Aug 10, 2016

With the introduction of the Companies Act 2014 “the Act” in Ireland, failure to meet corporate compliance requirements and the offences for breaching one’s obligationsunder Irish company law have been codified and can be found under Part 14 of the Act.

The Act provides considerable consequences for breaching company law and has categorised the offences by a four-tier system based upon the seriousness of the offence. As a consequence, the offences are easier to identify.  

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Tags: Ireland, Legal, Directors

Irish Private Companies - The Business of the AGM

Posted by Pearse Trust on Wednesday, Jul 27, 2016

The Annual General Meeting is a key event for a Company and it is important for the directors, secretary and shareholders to understand the business which is to be transacted at the AGM each year.

Pursuant to section 175 of the Companies Act 2014, an AGM must be held within 18 months from incorporation of a company and then on an annual basis, without 15 months elapsing from one AGM to another.

Unless consent to short notice is granted, notice of the AGM is to be issued to members 21 days before the meeting. In addition to providing the date, time, location and proxy details, the notice should detail the general nature of the business to be transacted at the meeting.   

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Tags: Ireland, Directors, Corporate Governance

Statutory Records and Registers under the Companies Act 2014

Posted by Pearse Trust on Monday, Jul 11, 2016

In Ireland, Private Companies are required to maintain a minute book and certain statutory records and registers. These records are usually kept at the Company’s registered office address and the task of updating and maintaining the registers belongs to the Company Secretary. It is essential that those involved in a Company ensure that the entity maintains a correct and up to date record of the activities undertaken and events that have occurred. 

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Tags: Ireland, Directors, Corporate Governance

A Guide to Convening Extraordinary General Meetings

Posted by Pearse Trust on Monday, Jun 27, 2016

Any meeting of the members of a limited company in Ireland other than the Annual General Meeting is deemed to be an Extraordinary General Meeting (EGM).

Subject to the Constitution of the Company, an EGM may be convened at any time to transact business which needs to be dealt with.

Examples of why a Company may convene an EGM include business such as granting authority to the directors to allot shares, approving an increase in authorised share capital, or removing a director.  Read More

Tags: Legal, Directors, Corporate Governance

Your Guide To Effective Minute Taking

Posted by Pearse Trust on Wednesday, Jun 15, 2016

The drafting of minutes at board meetings can pose a number of potential challenges for the minute taker.

Minute taking is usually undertaken by the company secretary or, where the company does not have a company secretary, by a designated minute taker.

In conjunction with our blog on setting the agenda to meetings, the information in this guide to effective minute taking might assist when preparing your own board minutes.

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Tags: Directors, Corporate Governance

New UK Dispute Regulations: Registered Offices & Directors

Posted by Pearse Trust on Wednesday, May 04, 2016

New procedures regarding UK dispute regulations, including registered office address disputes and director disputes for UK companies and limited liability partnerships under the Small Business, Enterprise and Employment Act 2015, have come into force from 6 April 2016.

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Tags: Legal, Directors, United Kingdom

Appointing A Director To A UK Company

Posted by Pearse Trust on Wednesday, Feb 17, 2016

In accordance with Companies Act 2006, a private company must have at least one director, who must be a natural person, at all times. The Companies Act does not state a maximum number of directors a company may have, however a company may choose to state a minimum or maximum number in their articles of association.

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Tags: Directors, United Kingdom

Small Business, Enterprise & Employment Act 2015

Posted by Pearse Trust on Wednesday, Jul 22, 2015


Further to our previous overview and summary blogs, The Small Business, Enterprise and Employment Act (the Act) received Royal Assent and was passed into law in the UK on 26 March, 2015. This blog contains an update on certain corporate related aspects of the Act.

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Tags: Legal, Directors, United Kingdom

Changes for New Zealand Companies – Companies Amendment Act 2014

Posted by Pearse Trust on Wednesday, Feb 04, 2015


Changes To The Companies Act

The Companies Amendment Bill, which creates the Companies Amendment Act 2014 (“the Act”) was passed into law by Royal assent on 2 July 2014.

The legislation will introduce important changes affecting the registration of New Zealand Limited Liability Companies. It aims to prevent the misuse of New Zealand companies, particularly “shell” companies, by criminal organisations and also to enhance the powers of the Registrar of Companies.

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Tags: Legal, Directors, Corporate Governance, New Zealand

Appointing An Overseas Director To A New Zealand Company

Posted by Pearse Trust on Wednesday, Jan 15, 2014

The provisions relating to the appointment of a director to a new company are contained in section 150-155 of the Companies Act 1993. The appointment and removal of directors is a matter of internal management for a company, however any changes to the directors of a company must be notified to the Registrar of Companies in New Zealand.  

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Tags: Directors, Corporate Governance, New Zealand