Ireland · The DAC, the guarantee company, unlimited companies and re-registration

The designated activity company: formation, the objects clause, capacity and financial statements

the Companies Act 2014 · sections 965, 967, 969 to 971, 973 to 975, 981, 982, 985, 986 and 996

A DAC keeps an objects clause, and that is the whole point of the type. Altering it is a formal exercise with its own notice duties. Notice of the meeting at which the special resolution altering the objects is to be proposed must be given to any holders of debentures that carry the entitlement section 975(3) describes. Where the written resolution procedure is used, notice of not less than 10 days of the proposed use of that procedure must be given together with a copy of the resolution (section 975(4)).

The filing then depends on whether anyone objects. Where a DAC passes a resolution altering its objects and no application is made under section 974, the DAC must file within 15 days after the end of the period allowed for making such an application (section 975(7)). A DAC that files immediately after the resolution has filed too early, and one that waits for a reminder has filed too late.

Sections 965, 967 and 969 to 971 govern the formation of a DAC, the form of its constitution and its name. The number of members of a DAC may not exceed 149, and the section lists the persons disregarded in reckoning that limit (section 965(6)). Sections 973 to 975 govern the exemption from the suffix, the capacity of a DAC and the alteration of the objects clause.

Sections 981, 982, 985, 986 and 996 apply Parts 1 to 14 to a DAC with the modifications the sections set. Section 68 applies to a DAC as if the subsection set out in section 981 were substituted for subsection (2), which controls the admission of the DAC's securities to trading or listing. The routing sections in Part 16 are what carry the general Parts into the DAC, so a DAC reads the general obligation and the modification together.

Working files 119, 120 and 121 of the IE-COMPANY agent toolkit cover this situation. Working file 119 works through formation, the constitution and the name. Working file 120 works through the suffix exemption, capacity and any alteration of the objects clause, with the dates of the notices and the filing. Working file 121 works through share capital, directors and financial statements as they apply to a DAC. The passport built by working file 1 records that the company is a DAC, so only the files that apply to that type are opened.

• Working file 119 · The designated activity company: formation, constitution and name
• Working file 120 · The DAC: exemption from the suffix, capacity and alteration of the objects clause
• Working file 121 · The DAC: share capital, directors and financial statements

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• The company limited by guarantee
• Unlimited companies: private, public and public unlimited without share capital
• Re-registering as another type of company

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