Ireland—Directors’ declaration—summary approval procedure

Produced in partnership with Inez Cullen of Philip Lee
Precedents

Ireland—Directors’ declaration—summary approval procedure

Produced in partnership with Inez Cullen of Philip Lee

Precedents
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Registration

In order for the summary approval procedure (SAP) to be valid, a copy of this declaration must be submitted to the Companies Registration Office (CRO) not later than 21 days after the Company enters into the Relevant Transaction. Failure to comply with this requirement invalidates the SAP. and therefore the transaction unless the Company applies to court for a declaratory order that the carrying on of the restricted activity shall be valid. The court will only make such an order where it is satisfied that it is just and equitable to do so.

The CRO also provides a precedent declaration form SAP 203—Declaration where financial assistance for acquisition of shares or transactions with directors which may be used in the alternative.

COMPANIES ACT 2014

DIRECTORS’ DECLARATION

[insert company name] LIMITED

(COMPANY NUMBER [insert company number])

(the Company)

[I OR We], [insert name of director] of [insert address of director], [insert name of director] of [insert address of director] and [insert name of director] of [insert address of director] [each being]

Inez Cullen
Inez Cullen

Partner, Philip Lee


Inez is a partner in Philip Lee’s corporate department. She focuses on advising She domestic and international clients doing business in or through Ireland.
Inez has wide ranging transactional experience across various sectors. She has represented clients on domestic and cross-border mergers and acquisitions, joint ventures, fundraisings, AIM admissions and placings, Takeover Code issues, start-up investments, corporate recovery/insolvency, development finance transactions, corporate governance, commercial contracts, employment law issues and general corporate/commercial law matters for Irish and international clients.
Inez is a qualified Irish and UK lawyer. Her knowledge, together with practical experience, enables her to represent companies, directors, shareholders, debtors and creditors alike with a strong focus on commercial realism, flexibility and attention to detail.

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Jurisdiction(s):
Ireland

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