Public Limited Companies

Shares and Allotment The Companies Act 2014 restricts the ability of a PLC to issue bearer shares, such as share warrants, which was previously permissible. A renounceable letter of allotment is permitted. Shares represented by the letter of allotment may be transferred by renunciation and delivery within a period, which must not be more than 30 days.… Read the rest

Shareholders

Commencing Trading A plc must have a minimum capital of at least €25,000. The level of the minimum share capital of €25,000 may be increased by Ministerial order. Where an order is made changing the required minimum capital, it may require that existing PLCs increase their authorised minimum capital.… Read the rest

Share Interests

Interests in Shares There are extensive obligations on shareholders and certain parties connected to them, to disclose their interest in shares. The obligations apply to shareholdings above a particular percentage and to transactions which result in movements above or below the relevant percentage.… Read the rest

Prospectus

Public Offer of Securities The provisions of the Investment Funds, Companies and Miscellaneous Provisions Act 2005 were largely re-enacted in Part 23 of the Companies Act 2014. The market abuse and transparency obligations of public companies are restated.… Read the rest

Mergers

Mergers and Divisions I The Companies Act 2014 makes provision for the merger and division of PLCs. The provisions re-enact earlier EU derived regulations on mergers and divisions. The legislation allows for mergers and divisions of the entities themselves.… Read the rest

Incorporation

PLC Overview The Companies Act, 2014 largely retained the pre-existing provisions relating to public limited companies. The most significant change was the decrease in the minimum required capital to €25,000 from €38,092 (£30,000). A PLC may be incorporated with a single-member in the same way as a private single-member company.… Read the rest

Governance

Appointment of Directors A PLC must have at least two directors. The Company Act 2014 provisions in respect of sole directors do not apply to PLCs. A PLC may have one member. A PLC with more than one member must hold general meetings.… Read the rest

Flotation

Public Issue of Shares The flotation of a public company involves the offer of its shares to the public at large or to clients of a financial institution such as a merchant bank. A private company might be converted into a public company and floated.… Read the rest

Divisions

Divisions Overview The provisions for the division and merger of public limited companies are broadly similar to those applicable to private companies. Some further and differing provisions apply. The PLC rules apply if each of the companies involved, or at least one of them is a PLC.… Read the rest

Acquiring Own Shares

Acquisition of Own Shares The provisions applicable to the purchase and acquisition by a PLC of its own shares are those which apply to private companies together with additional requirements. An acquisition by a PLC of its own shares must be made from distributable profits (as in the case of private companies).… Read the rest