The Companies Act 2014 (Commencement) Order 2015 was signed on 1 May 2015 by the Minister for Jobs, Enterprise and Innovation, Richard Bruton. The Order provides for commencement of almost the entire Companies Act 2014 (the "Act") on 1 June 2015.
There are certain limited exceptions to the 1 June commencement, including:
- a deferral of the repeal of current insider dealing rules under the Companies Act 1990;
- a deferral of the revocation of certain regulations on registration and publication of documentation requirements for Irish merging companies;
- a deferral of commencement of certain provisions of the Act relating to registration of an unregistered company under the Act; and,
- a deferral of certain consequential repeals and revocations relating to unregistered and joint stock companies.
As regards the approach in relation to financial statements, the Commencement Order clarifies:
- If the financial year ends before 1 June 2015 and the financial statements are signed by the director(s) before 1 June, they must be prepared and filed in accordance with the 1963-2013 Companies Acts; and
- If the financial year ends after 1 June 2015, the financial statements must be prepared and filed under the Companies Act 2014.
Under the Commencement Order the following new obligations in Part 6 of the Act will be commenced in respect of financial years beginning on or after 1 June 2015
- section 167: Audit committees
- section 225: Director's compliance statement and related statement
- section 305(1)b: Share options disclosure
- section 306(1): Payments to connected persons
- section 326(1)a: Director's names
- section 330: Directors' report: statement on relevant audit information
There will also be an 18 month transition period for certain elements of the Act, such as for the requirement to convert to a new form company.
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