Seán Sherlock (Cork East, Labour) | Oireachtas source

I move amendment No. 197:

In page 744, line 19, to delete "provision" and substitute "provision; and such a purchase may be so ordered notwithstanding anything in section 103".

The purpose of the grouped amendments is clarification. Amendment No. 197 provides that a court order for the purchase of the designated activity company, or DAC, and the shares of any members of the DAC and the reduction of the DAC's company capital may be made notwithstanding anything in section 103. The amendment purports to clarify that a DAC may continue in accordance with existing law deriving from section 10(1) to 10(6)(a) of the Companies Act 1963 to alter its objects clause by special resolution subject to the provision in the section. An application may be made to the court for the alteration to be cancelled and, in such a case, the alteration will not have effect except in so far as it is confirmed by the court.

Amendment No. 205 provides that a court order for the purchase of the public limited company and the shares of any of its members and the reduction accordingly of the company's capital may be made notwithstanding anything in section 103. Amendment No. 243 provides that a court order for the purchase of the ULC or PUC and the shares of any member and the reduction accordingly of such company's capital may be made notwithstanding anything in section 103.

The purpose of amendment No. 253 is to clarify the court's jurisdiction to alter the public limited company's or resultant company's constitution and make provision for the purchase of the shares of any of its members. The amendment purports to replicate existing law on this matter. Section 103, which is substantially unchanged from the existing law, sets out the power to acquire shares in positive terms. A company may not acquire its own shares other than in accordance with the section. Any default of the rules is deemed to be a category 2 offence and any such acquisition shall be void.

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