“When implemented, the (New Companies Bill) will be the most dramatic modernization and simplification of company law in the history of the state”
Dr. T Courtney (Chairman CLGR) “
John Thompson
Date: 17 July 2012
Submitted by: Adrienne Lonergan
The Company Law Review Group (CLRG) was established in 2001 as a statutory body under the Company Law Enforcement Act 2001. The purpose of the CLRG was to review the entire body of Irish company legislation which encompasses the thirteen Companies Acts, various Statutory Instruments, the influence of European Commission directives as well as inference of common law. The aim of the CLRG was to consolidate all company law into a single and more simplified piece of legislation in order to enhance Irish law as a factor of competitiveness making it simple to establish and operate a company in Ireland.
Small to medium private companies represent 86% of Irish companies. The review is an acknowledgement that the existing legislation is not fit for purpose as the Companies Acts presume the most common corporate entity is a plc whereas in reality private limited companies are in the majority. Many businesses find the current legislation complex, unwieldy and out of date. The draft Companies Consolidation and Reform Bill 2007 (“the Bill”) is a major overhaul of Irish company law and is the result of the first comprehensive review of Irish company law since 1958.
The CLRG published its first report in February 2002 where it focused on the need to provide transparency and simplicity. This report established the framework for consolidating all existing legislation into one single Act and put forward 195 recommendations. The scope of the review puts the private limited company central, while taking into consideration enhancing Irish competitiveness, operational and practical regulation of the sector alongside managing creditor and shareholder protection. Further CLRG reports have been