What is Corporate Compliance?

Corporate Compliance is key to Commercial Law. It revolves around complying with the legislation attached to Commercial Law. At Pierse & Fitzgibbon we have extensive experience in assisting Companies with such compliance.

What are a Company’s corporate compliance obligations?

Every company has a multitude of corporate compliance obligations, including the filing of various documents, keeping registers and holding meetings. The following are some guidelines on the Registers required to be kept by a Company.

Company Registers
Every company is required to keep certain registers and these must be held at the Registered office of the company.  The Statutory registers required to be kept by the company include:
(a)    Register of Members.
(b)    Register of Directors and Secretaries.
(c)    Register of Directors interest in contracts to the company.

Register of Members 

The Register of members must be kept in the State either at the Registered office of the company or at the office of another if that other is maintaining the Register on the companies behalf.  If the Register is not kept at the Registered Office of the Company, the Registrat of Companies must be notified of its address. The information in the Register must be entered into the Register within twenty eight days of the agreement to become a member or within twenty eight days of the date of incorporation.  

What information must the Register of Members contain?

(a)    Names and addresses of the members together with a statement of the shares held by each.
(b)    The date on which the person was entered into the Register as a member.
(c)    The date on which any person ceased to be a member.  

Register of Directors and Secretaries
This Register must be kept at the registered office of the company.  This Register can be inspected by both members and anyone else. Anyone may obtain a copy of the Register of Directors and Secretaries from the company on payment of a fee.  

What information regarding Directors must be recorded in this Register?

(a)    Name and surname and any former name of the Director
(b)    Date of birth of the Director
(c)    Residential address of the Director
(d)    Business occupation of the Director
(e)    Details of other Directorships held world wide in the last ten years.

What information regarding the Secretary must be kept in the Register?

(a)    Name and surname and any former name.
(b)    Residential address.
(c)    If a Body corporate its corporate name and registered office address.  

Pursuant to Section 194 of the Companies Act 1963, Directors must disclose their interests, whether direct or indirect in a Contract or proposed Contract with the company, at a meeting of the Directors of the Company.  Every company must keep a book containing a copy of every disclosure made and notice given regarding this matter. Such details must be entered into the book within three days of the disclosure.