Ireland · The DAC, the guarantee company, unlimited companies and re-registration
Re-registration: the general procedure, applications to cancel and the requirements for each type
the Companies Act 2014 · sections 1285 to 1287, 1290 to 1293, 1296, 1297 and 1299
A company can lose its re-registration resolution after it has already started acting on it
Re-registration is a two-stage exercise and the second stage can be interrupted. If an application is made under section 1287, the PLC must forthwith give notice of that fact to the Registrar, and must then act within the period and in the manner section 1287(4)(b) requires. A company that treats the special resolution as the end of the process may find the resolution cancelled after it has begun to act on it.
Re-registration as a PLC carries substantive conditions, not only procedural ones. A company may be re-registered as a PLC only if, in addition to complying with the relevant Chapter 2 requirements, it satisfies the further conditions section 1291(1) sets. A company may not be re-registered as a PLC unless, at the time the special resolution is passed, the position described in section 1292(1) holds, subject to section 1292(2). Where section 1293 applies, the company may not apply for re-registration unless it has first done what section 1293(2) requires.
Sections 1285 to 1287 set the procedure for every type, and sections 1290 to 1293 set the conditions for each
Sections 1285 to 1287 set the general procedure for re-registration, the special resolution required and the right of a dissenting minority to apply to court to cancel it. The procedure applies across the types, so the same sections carry a change from an LTD to a DAC and a change from a private company to a PLC.
Sections 1290 to 1293, 1296, 1297 and 1299 set the special requirements for re-registration as each type. These include the capital, net asset and valuation conditions that attach to becoming a PLC, and the different conditions that attach to becoming an unlimited company or a company limited by guarantee. The type a company becomes decides which Part of the Act governs it from that point, so the consequences run well beyond the certificate.
The system generates your ComplianceSME company passport and then walks you through the working files
Working files 165 and 166 of the IE-COMPANY agent toolkit cover this situation. Working file 165 works through the general procedure, the special resolution, any application to cancel and the notices to the Registrar with their dates. Working file 166 works through the special requirements for the particular type the company is becoming, and asks for the valuation, capital and net asset evidence each of those requirements calls for.
- Working file 165 · Re-registration: the general procedure and applications to cancel the resolution
- Working file 166 · Special requirements for re-registration as each type of company
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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 fileComplianceSME 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