CORPORATE
LEGAL
Specialists in corporate governance.
Company directors
Introduction
The role of Irish company directors has become increasingly specialised over the decades. Most recently, the Companies Act 2014 enshrined the common law duties of directors into legislation for the first time. Indeed the duties of company directors have become so complex that it is impossible, even for directors of relatively small companies, to operate without obtaining legal advice on a regular basis. Occasionally, it is necessary to make court applications, either in the name of the company or in the name of the directors personally. Unfortunately, where things go wrong, directors may find themselves on the back foot having to defend proceedings issued against them by shareholders, creditors, liquidators or the company itself. On other occasions, directors will need to act quickly to rescue an ailing 0 but viable - company in the form of an application for examinership where creditors are threatening litigation.
We specialise in advising directors of Irish companies and making court applications on their behalf, whether as plaintiff/applicant or defendant.
Legal Advice
The best advice for any company director in this day and age is to be proactive. A key aspect of this is taking legal advice at the earliest opportunity rather than waiting for problems to arise. For example, where a company is wound up an a restriction application is made against its directors then the court, in deciding whether or not to make a restriction declaration, will have regard to whether or not the directors took legal advice in making their decisions. The same applies where the directors are accused of reckless or fraudulent trading following a company's insolvency.
Apart from the additional scrutiny on the actions of directors, legal advice will often be necessary owing to the ever-increasing complexity of corporate transactions. Much of the advice will need to be obtained from lawyers who are highly specialised in the area of Irish company law rather than general practitioners. This is due to the technical nature of the area.
We are specialists in advising company directors in every aspect of corporate law, from directors' loans to dealing with shareholders to deciding the best way of getting paid a debt, or indeed staving off the company's creditors.
Legal representation
The Companies Act 2014 introduced the Summary Approval Procedure and, in so doing, removed the need to make many of the formal court applications previously required under the old Companies Acts. Nevertheless, directors of companies frequently find themselves having to apply to the High Court for relief under the 2014 Act. The kinds of relief being sought will obviously depend on the situation, and we can help you decide the best way to proceed. If you decide that an application to the court i the best - or indeed only - option then we can sort out all the paper work and legal representation so that you can focus on running your company. In most cases, you won't even need to attend court.
The following is a non-exhaustive list of just some of the applications we have made on behalf of company directors.
- Defending directors in restriction and disqualification proceedings.
- Application by bankrupt to act as a company director.
- Defending directors in misfeasance, reckless or fraudulent trading applications.
- Applications restoring a company to the register after it has been struck off.
- Defending applications against directors for insider dealing.
- Challenging the unlawful removal of a director.
- Application for the appointment of an examiner.
- Application to recover debts owed to the company.
- Application for the compulsory winding up of company.