Irish Region
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Extension of Virtual AGMS to 31 December 2024
19 December 2023
On the 15th December, 2023, the Minister for Trade Promotion, Digital and Company Regulation, Dara Calleary TD, announced that the interim period of the Companies (Miscellaneous Provisions) (Covid-19) Act 2020 which relates to the holding of virtual meetings, including AGMs, had been further extended to 31 December 2024. Read more
Economic Crime (Transparency and Enforcement) Act 2022
02 November 2023
The Economic Crime (Transparency and Enforcement) Act 2022 (the “Act”) became law in the United Kingdom on 15 March 2022. The Act creates a registration requirement at Companies House for any overseas entity which owns a qualifying estate to register on the Register of Beneficial Ownership of Overseas Entities (the “Overseas Register”) maintained by the Registrar of Companies for England and Wales (the “Registrar”) and to disclose details of their beneficial owners therein. Read more
PPSNs for Directors verification and filings with the CRO
06 October 2023
The requirement for company directors to provide Personal Public Service Numbers (PPSN) came into force on 11 June 2023. After three months, the system has bedded in and the CRO has been able to identify some particular issues that presenters and directors may wish to address. Read more
Gender Balance on Company boards and the Irish Corporate Governance (Gender Balance) Bill 2021
08 December 2022
On 22 November 2022, the European Parliament formally adopted a new EU law on the composition of corporate boards following ten years of discussions between the European Parliament and the European Council. The Directive provides that the board of Directors of large EU Listed companies must be compromised of 33% of members of the under-represented gender at the minimum for all director positions (or 40% of Non-Executive Director positions). Read more
An update on the new PPSN disclosure requirement for directors of Irish companies
09 November 2022
This new requirement will be implemented by the Companies Registration Office in the latter part of Quarter 1, 2023 giving presenters time to ensure company director PPSNs are known in the interim. Read more
Extension of the Companies (Miscellaneous Provisions) (Covid-19) Act 2020
28 April 2022
As highlighted in an earlier blog, the interim period of the Companies (Miscellaneous Provisions) (Covid-19) Act 2020 (the “Act”) was due to expire at the end of this month on 30 April 2022. Read more
Conclusion of the Companies (Miscellaneous Provisions) (Covid-19) Act 2020
27 April 2022
The interim period of the Companies (Miscellaneous Provisions) (Covid-19) Act 2020 (the “Act”) is due to expire at the end of this month on 30 April 2022. Read more
Recent company law changes
28 January 2022
There a number of important company law changes that members should familiarise themselves with, as set out below. Read more
Irish Corporate Governance (Gender Balance) Bill 2021
10 November 2021
An interesting change to corporate governance and company law in Ireland has been put forward in the form of the Irish Corporate Governance (Gender Balance) Bill 2021 (the “Bill”). Read more
Protecting your identity and the new PPSN disclosure requirement for directors
05 November 2021
A recent Irish Independent newspaper, investigation has highlighted that potential fake companies are being set up in Ireland using the identities of directors or the addresses of existing businesses that have no connection with these companies. Read more
B1 Annual Return filing - this year it’s different
11 October 2021
It’s that time of the year again when a large number of companies are filing their form B1 Annual Return. Read more
Central Register of Beneficial Ownership of Trusts
27 September 2021
Trustees should be aware of their obligations to register details of the beneficial ownership of their trust with the Central Register of Beneficial Ownership of Trusts (CRBOT) on or before the 23rd October. Read more
Updates to the Register of Beneficial Ownership in Ireland
25 June 2021
The Criminal Justice (Money Laundering and Terrorist Financing) (Amendment) Act 2021 (the 2021 Act) came into effect on 23rd April 2021, transposing the 5th Anti-Money Laundering Directive (5AMLD) into Irish law. 5AMLD imposes enhanced background checks on Designated Persons when taking on new clients. Read more
Guide for directors of Owner Management Companies (OMCs)
23 June 2021
Chartered Accountants Ireland and The Housing Agency have published a new guide “Owners’ Management Companies – A Concise Guide for Directors”. Read more
Companies (Small Company Administrative Rescue Process and Miscellaneous Provisions) Bill 2021
21 June 2021
On 11 May 2021 the Minister for Trade Promotion, Digital and Company Regulation, Robert Troy TD, announced the priority drafting of the Companies (Small Company Administrative Rescue Process and Miscellaneous Provisions) Bill 2021. Read more
Changes to directors residency due to Brexit and the impacts
19 May 2021
Rules surrounding directors changed in December 2020, whereby all companies in Ireland need to have one director who is a resident of the EEA, unless they meet the exemption criteria. Find out more. Read more
New Irish CORE filing system
18 January 2021
As all our Irish members in practice will be aware the new CORE system went live just before Christmas, with some real tangible benefits for users around the electronic filing of some forms. Read more
Covid: Extension of Interim Period under Companies Act 2014 and Industrial and Provident Societies Act 1893
11 January 2021
The interim period introduced by the Companies (Miscellaneous Provisions) (Covid-19) Act 2020 has been extended until 9th June 2021. Read more
Reminder regarding outstanding RBO filings
08 January 2021
Reminder to Companies and Industrial & Provident Societies to file beneficial ownership information with the Central Register of Beneficial Ownership. Read more
Tom Morrison Essay Prize 2021
08 January 2021
Are you a student, recent graduate or new to the governance profession? Or know someone who is?. Read more
Governance challenges in Ireland 2020
18 November 2020
Insights into how boards and company secretaries are managing during the pandemic. Read more
Change of Financial Year End
13 October 2020
Section 288 of the Companies Act 2014 sets out with the legal requirements surrounding the establishment of, and change, of financial year-end (“FYE”) date of a company. Read more
Have you ever thought of being a Company Secretary?
22 September 2020
So how many students think about a career as a company secretary or as a governance professional? Probably not many because our profession is one of those hidden gems (or we think so anyway!). Read more
How well is your Board positioned on Cyber Resilience: personally and as a board?
15 September 2020
The Irish Computer Society is currently conducting a survey of Board Members of Irish organisations to assess how well equipped Boards are in this increasingly important area. Read more
The Companies (Miscellaneous Provisions) (COVID-19) Bill 2020
18 August 2020
This recently passed Bill gives companies in Ireland greater flexibility with regard to convening and holding general meetings amongst other temporary provisions. Read more
Beneficial ownership of trusts: ambiguity remains
01 July 2020
While the requirement to make filings to the Register of Beneficial Ownership has been reasonably well established since November 2019, the position regarding the beneficial ownership of trusts is not as clear. Read more
Registrar extends date to 31 October for filing of annual returns
18 June 2020
The Companies Registration Office has advised that the Annual Return filing extension announced in March 2020 has been extended to 31 October 2020. Read more
Annual General Meetings in 2020 - listening to the voice of the shareholder
14 May 2020
Some observations on how AGMs are being managed in Ireland in 2020. Read more
Company secretaries continuing to raise standards in Irish boardrooms
31 March 2020
The above article which was published in the Sunday Business Post on 29th March 2020. Read more
Submission to CRO - regarding the temporary acceptance of electronic copies of signed documentation (re Covid-19)
18 March 2020
Submission made to Registrar of Companies 18th March 2020. Read more
The role of the company secretary in fund management companies under CP86
02 March 2020
The Company Secretary has a key role to play in Fund Management companies under CP86 requirements. Read more
Single-Director Companies - Update
03 February 2020
The Companies Registration Office published a note recently reminding single-director companies on their signing obligations. Read more
A role on a charity board
18 December 2019
As company secretaries we have a lot to offer charity boards who are looking for board secretaries and trustees. Read more
Updating the Register of Beneficial Ownership - low levels of compliance
18 November 2019
Only 23% of the 234,510 companies that are legally obliged to register their ownership details with the Companies Registration Office by 22nd November 2019 had done so ten days before the due date. No sign of an extension to the November deadline. Read more
Why its time to make all-male company boards an extinct species
21 October 2019
We republish the recent article in the Sunday Business Post written by Melissa Scully, Chartered Governance Institute Ireland Council member and Director and Corporate Governance leader at Deloitte, Dublin. Read more
Graduates, are you looking for a rewarding career?
26 September 2019
Take the fast track to the boardroom and become a governance professional. Read more
Register of Beneficial Ownership CPD event- slides now available
10 September 2019
Matheson hosted a full house for our first CPD event of the Autumn season. Read more
Proposed new changes to the Companies Act 2014
18 July 2019
The General Scheme of the Companies (Corporate Enforcement Authority) Bill 2018 which was published in December 2018 has proposed some changes to the 2014 Act. Read more
Central Bank proposals on the Senior Executive Accountability Regime (“SEAR”)
20 June 2019
We’ve seen press coverage this week on the new Central Bank proposals on accountability and responsibility. Read more
How effective is the board evaluation process in listed companies?
04 June 2019
Regular board evaluation is a key cornerstone of any effective board. Consultation process now underway. Read more
The role of the Company Secretary - ICSA Company Secretary's checklists: Ireland
07 May 2019
Ever wondered what was covered in the role and responsibilities of the Company Secretary role?. Read more
5 Important Corporate Governance Considerations ahead of Brexit
10 April 2019
We are pleased to publish a blog edited from an article in this month's G&C magazine from Elaine Hughes of LK Shields, Solicitors on important considerations ahead of Brexit. Read more
Update On The Beneficial Ownership Register
28 March 2019
The Department have just published the long awaited European Union (Anti-Money Laundering: Beneficial Ownership of Corporate Entities) Regulations 2019 (the "2019 Regulations"). Read more
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The AGM checklist
05 March 2019
Are you ready for your forthcoming Annual General Meeting (“AGM”)?. Read more
Will you be in breach of the Companies Act if Britain crashes out of the EU on 29th March without a deal?
05 February 2019
The Irish Companies Act 2014 stipulates that ‘at least, one of the directors for the time being of a company shall be a person who is resident in an EEA state’. Read more
President's New Year Message
10 January 2019
Institute President Salvador Nash has published a new year message as we look forward to a busy 2019. Read more
Disclosure of non financial and diversity information
19 December 2018
In the latest edition of Agenda, our bi-monthly regulatory update, we publish an article relevant for large companies preparing to disclose non-financial and diversity information. Read more
Improving the quality of the board pack in not for profit organisations
26 November 2018
The Carmichael Centre in Dublin have just published a report that the Institute had input into, on how to improve the quality of Board packs with respect to not for profit organisations. Read more
Charities Update - October 2018
23 October 2018
An update on developments at the Office of the Charities Regulator, the Code of Governance for Charities and Charities Statement of Recommended Practice. Read more
Next Generation Governance Report
11 October 2018
On 27 September, ICSA published a new research report called ‘Next Generation Governance’ which gives some fascinating insights into the differences – and similarities – in how different generations of governance professionals think about their role. Read more
IAASA Annual Observations document
24 September 2018
The Irish Auditing and Accounting Supervisory Authority (IAASA) has recently published its annual 'Observations' document. Read more
Filing the Annual Return (B1)
29 August 2018
With the annual return filing season now upon us, we highlight some important points to remember. Read more
Have you ever thought of becoming a Company Secretary?
16 August 2018
This week saw the publication of the Leaving Certificate results. But how many students will be thinking of a career as a company secretary? Here we republish a careers blog that we issued a few years back as its ever more relevant today with demand for company secretaries and governance professionals far outstripping supply. Read more
Rectification of the Register of Members
25 July 2018
A note on updating the Register of Members in the context of the Companies Act 2014 and a recent court case. Read more
Companies Registration Office Report 2017
05 July 2018
The Companies Registration Office report for 2017 has just been published. Read more
Record numbers attend 2018 Annual Conference
22 May 2018
The 2018 annual conference was held on 17 May in the Printworks, Dublin Castle, a previous home of the Companies Registration Office. This year saw our biggest ever attendance with the numbers of delegates and sponsors exceeding numbers from previous years. Read more
Dómhnal Slattery: ‘I have seen the good, the bad and the ugly of boards’
30 April 2018
The keynote speaker at this year’s Governance Ireland Conference and CEO of Avolon discusses what makes an effective board, how quality non-executives should be active but not invasive, and how to get corporate culture right. Read more
ICSA responds to FRC consultation on Combined Code
21 March 2018
ICSA: The Governance Institute has responded to the proposed changes to the Combined Code. Read more
Slides now available from CPD event on Audit Committees
08 March 2018
We held our second CPD event of the year on Audit Committees on Tuesday 6th March in KPMG Dublin. For more details please read on..... Read more
CPD Event on Board Effectiveness and Culture- slides now available
22 February 2018
The slides from our very first CPD event of the year held in Deloitte on Tuesday 6th February are now available. Read more about the event below:. Read more
Commencement of Section 80 of Companies (Accounting) Act 2017
16 February 2018
The Minister for Business, Enterprise and Innovation, Ms Heather Humphreys, T.D., in exercise of the powers conferred on her by section 1(2) of the Companies (Accounting) Act 2017 (No. 9 of 2017) has made the order appointing 09 June 2018 as the day on which section 80 of the Companies (Accounting) Act 2017 (No. 9 of 2017) comes into operation. Read more
Charity Code of Governance
18 December 2017
At a time when there is greater focus on the charities sector in Ireland, we asked Louise Thomson FCIS, Head of Policy (Not for Profit) at ICSA:The Governance Institute to share her thoughts with us following her membership of a discussion panel at the recent Charities Institute Ireland Conference held in Dublin. Read more
Measures to enhance Ireland's corporate, economic and regulatory framework
10 November 2017
The recent publication by the Government of the above framework to tackle white collar crime has created much debate and discussion in the past week. Read more
Helen Dixon speaks to Chartered Secretaries in Dublin on the General Data Protection Regulation
20 October 2017
Speaking today at an event organised by the Irish Region of ICSA: The Governance Institute, at the offices of William Fry in Dublin, Helen Dixon, FCIS, Data Protection Commissioner said that a key challenge for company secretaries and others involved in managing personal data will be recognising whether their role comprises being a ‘data controller’. Read more
Company Secretary and the Audit Process
08 August 2017
While much is written about the value company secretaries offer to board and management, there is less awareness of the multiple ways in which they can specifically support the work of financial directors and auditors. Read more
Dynamic initiative to boost governance in the charity sector
08 July 2017
Governance and compliance are sometimes seen as being solely concerned with big business, so much so that when we think of the necessity for proper management and regulation, or the consequences of a failure to implement such. Read more
Insights into the career of a Company Secretary
09 May 2017
Robert Walters recently hosted ICSA Ireland’s Student & Careers Evening. With insights into the diverse role of the company secretary from members in practice and those working in-house, a presentation on networking skills and career advice on how to navigate the recruitment process from the CV to the interview, the evening was a huge success. Read more
Company Law & Regulatory Committee
14 December 2016
The inaugural meeting of the Company Law & Regulatory Committee has been held and the Terms of Reference can be downloaded here. If members have issues that could be considered by the Committee, please email them to scolfer@bdo.ie. Read more
Consultation on a Review of the Industrial & Provident Societies Acts 1893 to 2014
12 December 2016
The Department of Jobs, Enterprise & Innovation has launched a consultation on a review of the Industrial & Provident Societies Acts 1893 to 2014 and a link to that consultation is below. https://www.djei.ie/en/Consultations/Public-Consultation-Industrial-and-Provident-Societies-Acts-1893-2014.html# The Company Law & Regulatory Committee is available to assist any members who would like to raise issues on any aspect of. Read more
Companies Act 2014: End of Transition Period
18 November 2016
The transition period for re-registering existing private companies to a LTD or a DAC expires on Wednesday 30 November 2016. The failure by the directors of a company to take steps to re-register is a breach of their statutory duty, notwithstanding the fact that if no action is taken, a company will automatically convert to a LTD. Read more
The art of taking minutes
04 November 2016
Writing minutes can be a daunting, deceptively difficult and time-consuming task, yet people often find themselves called upon to take minutes, with little training or guidance to support them. Given their importance as the definitive record of an organisation’s highest decision-making body – the board –, it is important to get them right. ICSA has…. Read more
We want to hear from you
21 September 2016
Salvador Nash represents the Institute on the Company Law Review Group, the statutory advisory expert body charged with advising the Minister for Jobs, Enterprise and Innovation on the review and development of company law in Ireland. Read more
Corporate culture and the role of boards
09 September 2016
There needs to be a concerted effort to improve trust in the motivations and integrity of business,’ says Chairman of the UK’s Financial Reporting Council (FRC) Sir Winfried Bischoff in his foreword to the FRC’s report looking at corporate culture and the role of boards. Read more
New Market Abuse Regime
29 June 2016
On 3 July 2016, the existing Irish laws and regulations governing “market abuse” (consisting of insider dealing, market manipulation and the unlawful disclosure of inside information) will be replaced with a new regime. Read more
Brexit – Where does Ireland stand?
02 June 2016
With Britain’s referendum on EU membership less than a month away, there is no shortage of economic reports and high profile figures warning of the dire consequences that could follow a vote to leave. Read more
The biggest event for governance professionals in Ireland
10 May 2016
The annual ICSA Ireland Conference is long established as the key opportunity of the year for companies to access all of the latest global research, expertise and emerging insights that are transforming the areas of corporate governance and compliance and reshaping the work of the company secretary. In the midst of a period of significant…. Read more
Data Protection - A Matter of Trust
12 April 2016
“The digital future of Europe,” Andrus Ansip, Vice President for the Digital Single Market noted in December 2015, “can only be built on trust.” His comments crowned four years of intense negotiation, the result of which is the General Data Protection Regulation (GDPR), expected to be formally adopted by the European Parliament and Council in... Read more
Conversion under Companies Act 2014 – Have you converted yet?
07 April 2016
One of the main innovations of the Companies Act 2014 (“the Act”) was the introduction of changes to a number of existing company types. Chief amongst these changes was the introduction of two new Company types the “Limited” (LTD) and the “Designated Activity Company” (DAC). All existing companies currently registered as a private company limited…. Read more
2016 a significant year for Irish companies
02 February 2016
From a corporate governance and compliance standpoint, 2016 will be a significant year for Irish companies. With the economy growing strongly and records for 2015 showing the highest level of new company registrations since the onset of the recession, there is plenty of reason for optimism across the corporate landscape. Yet the legal and regulatory…. Read more
Clarity around charity
07 January 2016
The Christmas break gave me a chance to have another look at an aspect of the Companies Act 2014 that I find intriguing as I’m finding it hard to understand the thinking behind it. The Act provides that a Designated Activity Company (DAC) and a Company Limited by Guarantee (CLG) can be exempt from the…. Read more
A mystery solved
24 November 2015
What does a chartered secretary do? A dentist ‘does’ teeth. A doctor ‘does’ medicine. An architect ‘does’ houses. But what does a chartered secretary do? If only I had a cent for every time I have been asked that question, I would be very well off by now! And what answer do I normally give? I say ‘it’s complicated’. Read more
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ICSA Graduation Day
19 November 2015
Back in the day it was said that praise from Caesar was praise indeed. The origin of the phrase goes back to the times when Caesar ruled most of the known world and therefore to be complimented by him was one the greatest honours possible. We might not have any latter day Caesars at ICSA,…. Read more
Audit Exemptions
21 October 2015
Smaller companies may have rejoiced when they saw that according to the new Companies Act 2014 they might be able to save the cost of an annual audit, subject to meeting certain (not too onerous) conditions. However saving an audit fee might cost a company far more in the longer term. Read more
Some lesser spotted details in Companies Act 2014
09 September 2015
Much has been written about and commented upon both on this website and at the ICSA conference about the profound changes brought on by the new Companies Act 2014 (the Act). Once the dust has settled, I’m sure that members will agree that if not perfect (can it ever be?) the new Act is definitely…. Read more
Could you convince someone to become a company secretary?
20 August 2015
Last Wednesday, August 12th, was the day the Leaving Cert results came out. But how many students will be thinking of a career as a company secretary? Probably not many because our profession is one of those hidden gems (or we think so anyway!) that far more people would take up if only they know…. Read more
Conference lays to rest worries about CRO deadlines
01 June 2015
We had a great question and answer session at the ICSA Annual Conference that followed on from an excellent and really detailed presentation from Maureen O’Sullivan, Registrar of Companies at Companies Registration Office (CRO), just one of a series of really informative sessions at this year’s annual ‘bash’. One thing that is noticeable about ICSA…. Read more
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The company secretary – referee or player?
16 March 2015
Our colleagues in the UK have a very useful document that is essential reading for all company secretaries. The UK’s Financial Reporting Council (FRC) guidance on board effectiveness defines the role of the board as providing “entrepreneurial leadership of the company within a framework of prudent and effective controls which enables risk to be assessed…. Read more
A big ask of the new Companies' Registrar
06 March 2015
Our heartiest congratulations to the new Company Registrar, Maureen O’Sullivan, for taking on the role that will include implementing some of the biggest company law reforms we’ve seen since the foundation of the State. Adopting the old adage of ‘be careful what you ask for’ we know that this is a big task, and…. Read more
Time to embrace the Whistleblower
23 February 2015
‘Whistleblower’ is a term I’m not particularly fond of. It can evoke negative connotations of school tell-tales and those informers we learned about in Irish history. Perhaps the term is part of the problem, but people generally often have very mixed emotions when it comes to considering whistleblowers. You would imaging they should be regarded…. Read more
New company loan rules
17 February 2015
Company secretaries need to make company directors aware of new rules regarding the taking of loans from companies – these rules are part of some significant changes being made within the Companies Act 2014, that becomes law in June 2015. For example directors need to know that the terms of any such transactions need to…. Read more
The new Companies Act means business
05 February 2015
There are up to 500,000 company directorships that will be affected by the provisions of the new Companies Act 2014 when it comes into force in June. The Act doesn’t pull its punches either, specifying fines of up to €500,000 fine and or imprisonment for not more than 10 years depending on the gravity of…. Read more
In charities we (should) trust
04 February 2015
We trust banks with our money. We trust lawyers are giving us the best advice. We trust the local shop that the bread they sell us is safe to eat. Trust is fundamental to everything we do. And when trust breaks down there can be a myriad of consequences. This in turn can lead to…. Read more
Companies Act 2014 - the future is here
28 January 2015
With commencement in June 2015, the Act represents the most significant overhaul of Irish company law in fifty years and consolidates primary and secondary legislation into one single Companies Act. While largely a consolidation Bill, the Companies Act 2014 does contain radical reforms, the most ambitious of which is to place private companies at the…. Read more
Companies Act 2014 'won't cost business' - not true
15 January 2015
Yesterday morning’s national newspapers carry an ad from the Companies Registration Office (CRO) announcing the commencement of the new Companies Act 2014 from the 1st June 2015. The ad states that it will ‘simplify company law’, ’ensure good governance’ and ‘reduce administrative burden on business’. While this is the case in general for the day…. Read more
