Keane on Company Law

Book excerpt: The 5th edition of Keane on Company Law is essential reading for students, solicitors and barristers alike. New Irish legislation introduces a new company law code. Under the proposed new legislation, the default company type-the new private company limited by shares (cls)-will be created. Such a company will only be required to have a minimum of one director, as opposed to two under the current law. This makes it easier for an entrepreneur to use a company to start a business on his or her own. The complex legal doctrine of ultra vires, which has applied to all companies up to now, will not apply to the new cls. Neither will a cls be required to draft a long document containing its Articles of Association. These will now be included in the Bill by default, and consequently the current requirement for lengthy complex documents at the time of incorporation of a new company can be replaced by a single-document under the proposed new law. The cls will also be permitted to hold its AGM by written procedure, rather than being compelled to gather all of the members in the same room at the same time once a year. The Bill also introduces the new concept of the Summary Approval Procedure, which will allow companies to undertake certain transactions which previously were either prohibited or required Court approval, by the new method of a special resolution combined with an appropriate declaration by the directors, subject to safeguards to prevent improper use. All these changes to Irish company legislation are covered in a practical and user-friendly structure in this book. [Subject: Irish Law, Company Law]