KOMSEC

News

Board of new Charities Regulatory Authority

Posted in Category(ies): Charities

Board of new Charities Regulatory Authority has been appointed. It’s great to see this progressing. Extract from Press Release by Dept of Justice yesterday below;

“Minister for Justice and Equality, Alan Shatter TD, today (30 April 2014) announced sixteen appointments to the Board of the Charities Regulatory Authority that is to be established later this year under the terms of the 2009 Charities Act.

Minister Shatter said, “I am pleased to announce these appointments, as an important step forward for the new system of charities regulation we are putting in place. This follows the appointment of the Chief Executive of the new Authority in March.”

The Charities Regulatory Authority will be an independent regulator for our charities. It will have powers under the Charities Act to introduce robust yet proportionate measures to improve the accountability and transparency of our charity sector. This is essential to the restoration and maintenance of public trust and confidence in our charities, whose work across many sectors makes such a crucial and highly valued contribution to our economy and society.”

“Through its work, the Authority will also help to ensure that the type of difficulties that have given rise to concerns about charities in the recent past, do not arise in future. I look forward to seeing the results of the important work that will be carried out by the Authority.”

 

Conor Woods is to be appointed as Chairperson of the new Authority and the following people are to be appointed as ordinary members:

Information on Appointees

Conor Woods – Chairperson

Accountant / Senior Statutory Auditor. Chairperson of Chartered Accountants Ireland Charity Committee. Lecturer on Corporate Governance Charities Act 2009 implementation, Governance Code and Irish Tax Review Guidelines with Arthur Guinness Fund.

Graham Richards: Charity Commissioner. Consultant at Matheson Ormsby Prentice Solicitors with particular expertise in the area of trusts and estates

Ann Fitzgerald: Barrister. Member of Board of Directors Cork Simon Community

Patricia Cronin: Solicitor. Board Member and ViceChair of Transparency International Ireland.

David Brady: Accountant/Senior Consultant/Advisor to the Charity sector. Former Chair of the Charities and Not-for-Profit Special Interest Group of Chartered Accountants Ireland

Patrick Hopkins: Accountant/Company Secretary Enterprise Ireland. Board Member St Vincent de Paul.

Anna Classon: Head of Fundraising RNLI. Institute of Fundraising Member.

Fergus Finlay: Chief Executive, Barnardos.

Cynthia Clampett: CEO Mayo Roscommon Hospice Foundation.

Tom Costello: Programme Executive with The Atlantic Philanthropies.

Senan Turnbull: Chair, Think Ahead Advisory Committee, Irish Hospice Foundation. Member of the Working Group of The Governance Code.

Barbara O’Connell: Former Occupational Therapy Manager. Co-Founder and Chief Executive of Acquired Brain Injury Ireland. Board Member of Disability Federation of Ireland and European Brain Injury Society.

Hugh Maddock: Area Organiser / Fundraiser for Rehabilitation Institute / Rehab Group who has personal experience of disability.

Sandra Chambers: Tax Specialist with particular expertise in the area of establishment and funding of charities.

Katie Cadden: Solicitor with Masters Degree in Public Law. Formerly legal adviser to PRTB.

Noel Wardick: International Programs-Consultant CBM Ireland. Former Head of International Department, Irish Red Cross. Director on the governing boards of Transparency International Ireland and Comhlámh.

More Detail...

4 Key Essentials to Changing your Company Name

Posted in Category(ies): Company Name Change

4 Key Essentials to Changing your Company Name

1. How to change your Company Name?

  • Directors to approve name change

  • Shareholder(s) to approve name change

  • File statutory Form G1Q in Companies Registration Office

  • Assuming name approved the Registrar will issue a Change of Name Certificate

 

2. Can I choose any name I like?

No, there are guidelines, e.g. a name will not be permitted if it is:

  • exactly the same as, or, too like another name on the register

  • offensive

  • suggests state sponsorship

 

3. Guidelines for choosing a name

  • The following are not considered sufficiently distinctive: service, company, corporation, place names.

  • Avoid phonetically similar names

  • The use of numbers to distinguish between companies with identical names is forbidden, as is the word “standard”

  • Use additional words for distinction

Certain words may need pre-approval from other sources, e.g. the use of the word “bank” must be approved by the Central Bank.

 

4. Finally, a word of caution

Your chosen name could be rejected, so hold off ordering new headed paper until you have received the Certificate of Change of Company name!

 

In my next blog, I’ll give you a useful checklist to refer to after your name has been changed.

If you’ve any questions, please ask by using the comment box below.

 

 

More Detail...

Welcome to our first blog entry on the Companies Bill 2012! We hope you join us and enjoy as we add useful content about the practical impacts of this ground breaking piece of Company Law

Posted in Category(ies): Company Law

Welcome to our first blog entry on the Companies Bill 2012!

We hope you join us and enjoy as we add useful content about the practical impacts of this ground breaking piece of Company Law legislation on Irish businesses.This blog sets the stage and gives you a brief background for the basis of the change and also explains how the actual Bill is structured.

 

Setting the Stage

Enactment of The Companies Bill 2012 is expected during November 2014 and commencement June 2015.

The Bill replaces the current Companies Acts 1963 – 2013, merges them into one piece of legislation and also includes some welcome additional reforms.

The CLRG Report back in 2001 stated that the “The private company limited by shares….should be the primary focus of simplification” and has set out to produce a “state of the art company law code”.

 

Breakdown of Companies by type on the CRO Register

The pie chart shows the breakdown of company type on the CRO Register

Currently, company law acts from the perspective that the majority of companies are plcs – placing a cumbersome administrative burden on small private companies.

As you can see the majority of Irish Companies (almost 90%) are private companies limited by shares.

Architecture of the Bill

The bill is set out in 2 sections. Volume 1 (15 parts) deals solely with Private Company Limited by Shares and Volume 2 (10 parts) deals with other company types; designated activity companies (DAC) PLCs, guarantee companies, unlimited companies, , unregistered companies and investment companies.

Private Companies Limited by shares are dealt with in Parts 1 –14 and Designated Activity Companies (DAC) dealt with by 1-14 and by 16; to the extent that 16 modifies or dis-applies the first parts, (table below refers).

 

COMPANIES BILL 2012
Volume 1 Volume 2
Part 1: Preliminaries, housekeeping and definitions Part 16: Designated Activity Companies
Part 2: Incorporation, registration and conversion Part 17: Public Limited Companies
Part 3: Share Capital, shares and certain other instruments Part 18: Guarantee companies
Part 4: Corporate Governane Part 19: Unlimited Companies
Part 5: Director Duties Part 20: Re-registration
Part 6: Financial statements, annual return and audit Part 21: External Companies
Part 7: Charges and debentures Part 22: Unregistered compnies and Joint Stock Companies
Part 8: Receivers Part 23: Public Offers of securities, financial reporting by traded companies etc
Part 9: Re-organisations, acquisitions, mergers and divisions Part 24: Investment Companies
Part 10: Examinerships Part 25: Miscellaneous
Part 11: Winding up  
Part 12: Strike-off and restoration  
Part 13: Investigations  
Part 14: Compliance and enforcement  
Part 15: Regulatory and advisory bodies  
   

All  Private Companies Limited by Shares must convert to either the new “CLS” (Private Company Limited by Shares) , or the “DAC” (Designated Activity Company).

Our next blog will give an overview of the features of both the new “CLS” and “DAC”

 

 

More Detail...

Change of Company Name Checklist

Posted in Category(ies): Company Name Change

In our last blog we looked at the guidelines around choosing a company name.

Today, we give you a useful checklist for reference once you have changed your company name.

Remember, when a company changes its name it must show the previous name for one year from date of change. For example “Heavens Name Limited [formally Good Name Limited}”

  1. Company Secretarial Issues
  • Update Company Registers
  • Display change of Name Certificate
  • Purchase new company seal
  1. Stationery
  • Graphic design for new logo/branding
  • Headed paper
  • Business cards
  • Domain Name
  • Email address
  • Fax auto answerback
  • Franking machines
  • Name badges
  1. Listings
  • Telephone Directory
  • Domain name listings
  • Subscriptions to trade magazines
  1. Internal Documents
  • Check all internal documents i.e.
  • Accounting Documents i.e. Invoices, Purchase orders, Statements
  • Accounting software
  • Internal Memos
  • Voicemail
  • Email signatures
  • Employment Contracts
  • Training material
  • Office Templates
  1. Bank
  • Advise your Bank
  • Cheques and statements
  • Credit & Debit Cards
  1. External
  • Leasing agreements
  • Insurance policies
  • Contracts
  • Links to external Websites
  • Licences
  • Social Media
  • Linkedin
  • Twitter
  • Facebook
  • Pinterest
  1. HR
  • Employee handbooks
  • Pension benefits
  • Recruiting Templates/Job Descriptions
  • Internal awards
  • Health Insurance
  1. Sales & Marketing
  • Website
  • Presentation Templates
  • Golden Pages
  • Telephone Directory
  • Packaging
  • Sales literature
  • Brochures
  • Flyers
  1. Professional Advisors
  • Accountants
  • Auditor
  • Solicitors
  1. SIGNAGE
  • Vehicles
  • Premises
More Detail...