Changes to company law

Changes to company law 2024

Legislation now in force

The Employment (Collective Redundancies and Miscellaneous Provisions) and Companies (Amendment) Act 2024.

This legislation was enacted in May 2024 and commenced on 1 July 2024. The legislation provides increased protection to employees of insolvent companies.

Click the link for an Institute publication on the changes to the Companies Act,2014.

Please click the links below for insights from a number of law firms on the legislation:

Arthur Cox LLP

RDJ LLP

Addleshaw Goddard LLP

A & L Goodbody LLP

Company thresholds

The size criteria for companies micro,small and medium were changed from 1 July 2024. For more information please click to go to our dedicated webpage on company law thresholds.

Companies (Corporate Governance, Enforcement and Regulatory Provisions) Act, 2024 

The Companies (Corporate Governance, Enforcement and Regulatory Provisions) Act, 2024 was enacted  on 12 November 2024. The Companies (Corporate Governance, Enforcement and Regulatory Provisions) Act 2024 (Commencement) Order 2024 (SI 639/2024) commenced certain of the provisions from 3 December 2024. A DETE December 2024 press release clarifies that the provisions not commencing on 3 December 2024 are those that require technical updates to be made to the Companies Registration Office (CRO)’s  computer systems to facilitate the changes proposed. These provisions relate to CRO prescribed forms and the removal of the automatic loss of audit exemption for small companies on a first occasion of failure to file an annual return.  DETE intends to commence these provisions in 2025.

Click to read an Institute news item which covers new provisions in the Companies (Corporate Governance, Enforcement and Regulatory Provisions) Act 2024 which may be of interest . Readers might note that there are other new provisions in the 2024 Act which are not outlined here.

By way of background,on behalf of its members, the Institute responded in 2023 to a Department of Enterprise, Trade and Employment (DETE ) consultation on proposals to enhance the Companies Act 2014 which informed much of the provisions of this 2024 Act.

The General Scheme of the bill was published by the Department of Enterprise ,Trade and Employment (DETE) in March 2024 .Details can be found on this DETE page. Please see a news item produced by the Institute at the time of publication of the general scheme.

Some months after publication of the general scheme DETE published a draft bill in late July 2024. The Bill included substantially all the provisions of the previous General Scheme published in March 2024 to update the Companies Act 2014, though some of the provisions contained in the General Scheme in relation to the Corporate Enforcement Authority were not included . Please click to read a further overview article on some of the proposed key changes from changes to audit exemption rules to registered office, in the draft legislation.

Proposals for legislation

Proposals of the General Scheme for Limited Partnerships and Business Names Bill 2024

The heads of the General Scheme of the Registration of Limited Partnerships and Business Names Bill 2024 was published in July 2024. The General Scheme is accompanied by a Regulatory Impact Analysis.  The General Scheme proposes to repeal and replace the Limited Partnerships Act 1907 and the Registration of Business Names Act 1963. Subsequently ,in August 2024 government approval was secured to commence drafting of the Miscellaneous Provisions (Registration of Limited Partnerships and Business Names) Bill. The proposed Bill would repeal and replace the Limited Partnerships Act 1907 and the Registration of Business Names Act 1963. Both Acts require updating to provide for modern business practices for those engaged in business using a business name or the limited partnership model.  Please click here for an article by law firm Pinsent Masons LLP, an article by law firm Addleshaw Goddard LLP and an article by KPMG Law LLP on the proposals.