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Ireland · The public limited company

A division involving a public limited company: the draft terms, the reports, the meetings and the order

the Companies Act 2014 · sections 1152 to 1160, 1162, 1163, 1165 and 1166

A PLC division must follow Chapter 4 and cannot be built from other provisions

As with a PLC merger, there is a single route. A division involving a PLC may not be put into effect save under and in accordance with the provisions of Chapter 4 (section 1152(1)). Any attempt to assemble the same outcome from other provisions falls outside the Chapter.

The availability periods are the same 30 days. The requirements of section 1157(1) must be fulfilled by each company involved at least 30 days before the date of the general meeting (section 1157(2)), and the documents to which section 1158(1) applies must be available in each company for 30 days before that date (section 1158(3)). Where the latest statutory financial statements of any company involved relate to a financial year ended more than 6 months before the date section 1156(1) identifies, a division financial statement is required, subject to sections 1156(6) and (8).

Sections 1152 to 1166 set the draft terms, reports, meetings and the court order

Sections 1152 to 1155 set the common draft terms, the directors' explanatory report and the expert's report. Sections 1156 to 1160 govern the division financial statement, registration, inspection of documents and the general meetings, and section 1159(8) sets the conditions referred to in section 1159(7), which include compliance with sections 1157 and 1158.

Sections 1162, 1163, 1165 and 1166 govern minority shares and the court's confirmation order. Where a shareholder makes a request under section 1162(1), the successor companies, or such one or more of them as they agree among themselves, must purchase those shares in the manner section 1162(3) sets.

The system generates your ComplianceSME company passport and then walks you through the working files

Working files 154, 155, 156 and 157 of the IE-COMPANY agent toolkit cover this situation. Working file 154 works through the common draft terms and the directors' explanatory report. Working file 155 works through the expert's report and the division financial statement. Working file 156 works through registration, inspection of documents and the general meetings. Working file 157 works through minority shares and the court's confirmation order.

Free, with a free account

The working files above open from your ComplianceSME account at no charge, and so does the rest of the Companies Act 2014 toolkit: 215 working files across the 75 situations a company registered in Ireland can be in. Working file 1 runs first and builds the company passport; after that you open each working file as its situation arises.

A working file runs in Claude. You ask the ComplianceSME connector for it in a dedicated premium seat on the Claude Team plan. It asks one question at a time, then returns the document the Companies Act 2014 names, citing the Act's section at every step. Nothing is downloaded and nothing is installed.

The report stays yours, ready for a bank, an insurer, a customer or an inspector. Your dashboard shows every working file and its state.

Open this working file

ComplianceSME tracks the Companies Act 2014 and updates the toolkit on your account through the Compliance Complete account, so that you are never working from a superseded version. Compliance Complete

The PLC continues with formation, share rules, disclosure, buybacks, the board, mergers and divisions

The Irish library holds all 75 situations →