Companies Act 2014 - Insolvency Provisions

All insolvency-related provisions of the Companies Act 2014 came into force on 1 June 2015.

Statements of Insolvency Practice (SIPs)

The Insolvency Committee is also in the process of updating the Statements of Insolvency Practice (SIPs) for Companies Act 2014 references and the updated SIPS will be uploaded onto the  SIPs_CA 2014 page (as well as being available on CHARIOT) as they are finalised.

Locating the Insolvency provisions

Almost all of the relevant provisions are contained in Parts 7, 8, 9 (Chapter 1 only), 10 and 11. These provisions apply directly to private companies limited by shares. With minor adjustments included in later Parts of the Act, the provisions also apply to other categories of companies.

  • Part 7 ('Charges and Debentures') deals with charges and debentures, the registration and priority of charges and of judgment debts, particulars to be provided to the Registrar of Companies, information which the Registrar will not accept, the liability of trustees for debenture holders, and the re-issuance of redeemed debentures.
  • Part 8 ('Receivers') sets out how and what information is to be provided (and to whom) when a receiver is appointed and specifies the powers and duties of the receiver. It also addresses the receiver’s liability on contracts, obligation to get “the best price reasonably possible” when selling property, and provides for court intervention in specific circumstances.
  • Chapter 1 ('Schemes of arrangement') of Part 9 ('Reorganisations, Acquisitions, Mergers and Divisions') addresses the procedures to be followed when a scheme of arrangement is proposed. It sets the criteria to be met if an agreed scheme is to become binding on the creditors or members concerned.
  • Part 10 ('Examinerships') is the statutory framework governing the petition for and appointment of an examiner, the powers of the examiner, the liabilities of third parties (principally guarantors) for the debts of a company to which an examiner is appointed, and the termination of the examinership.  
  • Part 11 ('Winding Up') covers liquidations ordered by the High Court, members’ voluntary liquidations (“MVLs”) and creditors’ voluntary liquidations (“CVLs”). It deals with the commencement and conduct of liquidations, the realisation of assets and distribution of the proceeds amongst the company’s creditors, the powers and duties of liquidators, qualification required of persons wishing to act as liquidator, the Committee of Inspection, process of meetings of members, contributories and creditors of a company being wound up, and, in relevant circumstances, the impact of the “EU Insolvency Regulation”. 

Changes from previous Companies Acts

While much of law in relation to insolvency has been carried forward from previous Companies Acts, there are some notable changes. Read more about some of these key changes to the law in relation to insolvency matters.

Statutory Instruments relevant to Insolvency

S.I. No. 217 of 2015 and S.I. No. 218 of 2015 - specify the content of the special report required from the company’s auditor (or someone qualified to hold that position) where the company proposes to enter a members’ voluntary liquidation.

S.I. No. 221 of 2015 - specifies the form and content of the “Section 682 report” regarding directors of insolvent companies. It replaces the previous “Section 56 report”.

S.I. No. 222 of 2015 - specifies the statutory forms to be completed where a company director offers to submit to a disqualification or restriction offer (and the Director of Corporate Enforcement adopts that offer).

S.I. No. 255 of 2015 - specifies the amendments to the Rules of the Surperior Courts to facilitate the operation of the Companies Act 2014.  Orders 74, 75,75A and 75B have been revised to take account of the Companies Act 2014. Similar changes are made to Appendices M and N. Proceedings commenced under earlier company legislation, which are not disposed of prior to commencement of the relevant provisions of the Act, shall be proceeded with in accordance with the transitional provisions in Section 5 and Schedule 6.

S.I. No. 256 of 2015 - inserts Order 93B in the District Court Rules covering an application for extended time to submit an annual return.

Other Sources of Information

Member firms

Deloitte: Key Insolvency Changes under CA 2014

Examinership.ie (Hughes Blake): Comnpanies Act 2014 and Insolvency

Friel Stafford: Creditors' Voluntary Liquidations and other insolvency related aspects

InsolvencyJournal.ie (Deloitte): The Companies Act 2014 and Insolvency

 

Legal firms

Arthur Cox: Volume 1 Analysis - see Parts 7 to 11 (need to register)

Eversheds: Companies Act 2014 - Insolvency & Corporate Rescue

Matheson: The Companies Act 2014: registration and priority of charges

 

State agencies

CRO: Relevant Statutory Forms

CRO: Liquidations under the Companies Act 2014

CRO: Receivership under the Companies Act 2014

ODCE: Information Book 7 (revised) 'The Duties and Powers of Liquidators, Receivers and Examiners under the Companies Act'

IAASA: New statutory regime for appointment as a liquidator or provisional liquidator

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