The Minister of State for Trade Promotion, Digital and Company Regulation, Dara Calleary TD, has published the
General Scheme of the Companies (Corporate Governance, Enforcement and Regulatory Provisions) Bill 2024.
The provisions of the General Scheme were developed following significant consultation and stakeholder engagement, including input from the business community, legal and accounting practitioners, the Company Law Review Group, from the bodies established under the Act and following a full public consultation.
The General Scheme contains provisions amending and enhancing the Companies Act 2014 primarily relating to four areas of company law:
- corporate governance
- company law enforcement and supervision
- company law administration
- corporate insolvency
The Bill provides for the removal of the automatic loss of the audit exemption for late filing with CRO. The Bill introduces a two-step, graduated regime which will incur a late filing fee. If, however, within 5 years of the first late filing, the company is again late in making its returns, then the company will incur a late filing fee and will be required to submit audited accounts for the subsequent two-year period.
In addition, the Bill contains provisions aimed at ensuring that the statutory authorities established under the Companies Act 2014 – the Corporate Enforcement Authority, the Companies Registration Office and the Irish Auditing and Accounting Supervisory Authority - have appropriate legislative tools to meet the challenges they face in investigating and prosecuting breaches of company law.
The General Scheme will now be referred to the Office of the Attorney General for priority drafting of the Bill.