Companies Act 2014

1002.

Application of Parts 1 to 14 to PLCs

1002. (1) The provisions of Parts 1 to 14 apply to a PLC except to the extent that they are disapplied or modified by—

(a) this section, or

(b) any other provision of this Part.

(2) For the purposes of that application, section 10(1) shall have effect as if it read:

“(1) Unless expressly provided otherwise, a reference in Parts 2 to 14 to a company is a reference to a PLC.”.

(3) The provisions of this Act specified in the Table to this section shall not apply to a PLC.

(4) The specification in the foregoing Table of a provision (a “specified provision”) of Parts 1 to 14 also operates to disapply to a PLC any other provision of those Parts (notwithstanding that it is not specified in that Table) that makes consequential, incidental or supplemental provision on, or in relation to, the specified provision.

Table

Subject matter

Provision disapplied

Way of forming a private company limited by shares

Section 17

Company to carry on activity in the State and prohibition of certain activities

Section 18

Form of the constitution

Section 19

Certificate of incorporation to state that the company is a private company limited by shares

Section 25(3)

Provisions as to names of companies

Section 26(1) to (4)

Trading under a misleading name

Section 27

Amendment of constitution by special resolution

Section 32(1)

Capacity of private company limited by shares

Section 38

Conversion of existing private company to private company limited by shares to which Parts 1 to 14 apply

Chapter 6 of Part 2

Limitation on offers of securities to the public

Section 68

Allotment of shares

Section 69

Supplemental and additional provisions as regards allotments

Section 70

Reduction in company capital — use of Summary Approval Procedure therefor

Section 84(2)(a) and (3)

Variation of rights attached to special classes of shares

Section 88

Variation of company capital on reorganisation — use of Summary Approval Procedure therefor

Section 91(4)(a)

Directors

Section 128

Directors’ duty as regards certain matters in appointing secretary

Section 129(4)

Removal of directors

Section 146(2)

Remuneration of directors

Section 155

Voting by director in respect of contract, etc. in which director is interested

Section 161(7)

Majority written resolutions

Section 194

Supplemental provisions in relation to section 194

Section 195

Summary Approval Procedure

Chapter 7 of Part 4 (save as it applies to—

(a) a members’ voluntary winding up under section 579 ;

(b) an activity specified in section 118 (prohibition on pre-acquisition profits or losses being treated in holding company’s financial statements as profits available for distribution); or

(c) the making of a loan or quasi-loan or the doing of any other thing referred to in section 239 ).

Directors’ compliance statement and related statement— exemption for companies below a particular size

The words “to which this section applies” in section 225(2) , and section 225(7)

F388 [ Qualification of company based on size of company ]

F388 [ Sections 280A to 280G ]

Exemption from consolidation: size of group

F389 [ ]

Statutory financial statements must be audited (unless audit exemption availed of)

Section 333

Exclusions, exemptions and special arrangements with regard to public disclosure of financial information

Chapter 14 of Part 6

Audit exemption

Chapter 15 of Part 6

Special audit exemption for dormant companies

Chapter 16 of Part 6

Small and medium companies

Section 377

Mergers and divisions of companies

Chapters 3 and 4 of Part 9

Disclosure orders

Chapter 2 of Part 14

Annotations

Amendments:

F388

Inserted (9.06.2017) by Companies (Accounting) Act 2017 (9/2017), s. 74, S.I. No. 246 of 2017, art. 3, subject to transitional provision in art. 4.

F389

Deleted (9.06.2017) by Companies (Accounting) Act 2017 (9/2017), s. 88(f)(i), S.I. No. 246 of 2017, art. 3, subject to transitional provision in art. 4.