New Draft Companies Act

Via the excellent Darius Whelan on the IrishLaw List (no relation), I learn that the Company Law Review Group has published its proposals for a new consolidated Companies Act, the first consolidation since 1963.

These are worth looking at, because the CLRG is not any old group, or even any old government- sponsored commission: it is a high-powered collection of some of the best minds in the country in this area of law, and it has a record of getting its suggestions implemented.

The proposed statute would have 1,263 sections, about three times the number of the 1963 Act, and I obviously cannot summarise it here now, but the highlights are:

A one document constitution, in place of the current Memorandum and Articles of Association

The possibility to waive the holding of an AGM

A minimum of one director instead of two, as currently required

Removal of the need for a company to set down its 'objects' thus removing the legal risk of exceeding its powers ('ultra vires').

A reduction in Court involvement in the winding-up of companies.

A root and branch updating of criminal offences, leading to a new four-fold categorisation of all but the most serious of offences.

Update on Sunday, May 13, 2007 at 03:02PM by Fergus O'Rourke

Sorry, I should have given you this link to the draft.