Home
English VersionIrish Version
Search for Click to Search
Advanced Search
Printable Version
All SectionsPractice DirectionsCourt Rules Terms & Sittings
Legal Diary Offices & Maps Judgments & Determinations

Rules of the Superior Courts

Order: 74B

Proceedings under Part 13 of the Companies Act 2014 (Investigations) : S.I. No. 255 of 2015

1. (1) These Rules, which may be cited as the Rules of the Superior Courts (Companies Act 2014) 2015, shall come into operation on the 1st day of July, 2015.

(2) These Rules shall be construed together with the Rules of the Superior Courts.

(3) The Rules of the Superior Courts as amended by these Rules may be cited as the Rules of the Superior Courts 1986 to 2015.

2. (1) Any proceedings commenced under a provision of the prior Companies Acts but not disposed of before the commencement of the corresponding provision of the Companies Act 2014 may be proceeded with and heard and determined in accordance with section 5 and Schedule 6 of the Companies Act 2014 and the relevant provisions of these Rules shall, with such adaptations and modifications as may be necessary and subject to such order as may be made or direction as may be given by the High Court for that purpose in the proceedings concerned, apply accordingly.

(2) Without prejudice to the generality of sub-paragraph (1):

      (a) any petition presented for the winding up of a company or the appointment of an examiner to a company before the repeal by the Companies Act 2014 of the provision relied on in such petition of the prior Companies Acts but not disposed of before the commencement of the corresponding provision of the Companies Act 2014 may be proceeded with and heard and determined in accordance with section 5 and paragraph 8 of Schedule 6 of the Companies Act 2014 and subject to any order made or direction given by the High Court in accordance with paragraph 8 of Schedule 6 of the Companies Act 2014;

      (b) Any subsequent act, application or proceeding in any such matter commenced by petition mentioned in paragraph (1) but not completed before the corresponding provision of the Companies Act 2014 was commenced may be so done, proceeded with or heard in accordance with section 5 and paragraph 8 of Schedule 6 of the Companies Act 2014 and subject to any order made or direction given by the High Court in accordance with paragraph 8 of Schedule 6 of the Companies Act 2014;

      (c) Nothing in the amendments made by these Rules shall affect the continuance in force of the rules of court in force before the commencement of sections 646 to 648 of the Companies Act 2014 for the purposes specified in paragraph 8(5) of Schedule 6 of the Companies Act 2014;

      (d) Any proceedings concerning an investigation by inspectors appointed under the Companies Act 1990 before the repeal by the Companies Act 2014 of any provision relied on in such appointment which are not completed before the commencement of the relevant provisions of Part 13 of the Companies Act 2014 may be continued and determined as if these Rules had not come into force in accordance with section 5 and paragraph 8(6) of Schedule 6 of the Companies Act 2014.

(3) In this paragraph, the expression “the prior Companies Acts” shall have the meaning assigned to it by section 2(1) of the Companies Act 2014.

3. The Rules of the Superior Courts are amended:

      (i) by the substitution for Orders 74, 75, 75A and 75B of the Orders set out in Schedule 1;
..........................................

1. (1) In this Order, unless the context or subject matter otherwise requires:

the “Act” means the Companies Act 2014;

the “company” means the company to which any application under this Order relates and where the context so requires, includes reference to a related company of that company;

the “Director” has the same meaning as in section 2(1) of the Act;

“Minister”, when used without qualification, means the Minister for Jobs, Enterprise and Innovation.

(2) Words and expressions contained in this Order shall have the same meaning as in the Act.

(3) In this Order a reference to a section or subsection is to that section or subsection in the Act unless it is indicated that reference to some other enactment is intended.

2. All applications and proceedings under or in relation to Part 13 of the Act shall be assigned to such Judge or Judges as the President of the High Court shall from time to time assign to hear such applications and proceedings but if such Judge or Judges shall be unable to dispose of such applications or proceedings any other Judge or Judges of the High Court may dispose of any such application or proceedings.

3. (1) The following applications shall be made by originating notice of motion:

      (1) an application under section 747(1) of the Act for the appointment of an inspector or inspectors;

      (2) an application under section 747(8) or section 748(7) of the Act to bring before the Court an inspectors’ report made to the Circuit Court and referred by the Circuit Court to the Court; such an application shall be made by a person directed by the Circuit Court to do so and shall be served on such persons as have been directed by the Circuit Court to be served;

      (3) an application under section 748 of the Act for the appointment of an inspector or inspectors;

      (4) an application for an order under section 757 of the Act in any case where the inspector has not been appointed by the Court;

      (5) an application under section 767(5) of the Act for the Court to require a person to comply with a requirement of the Director;

      (6) an application under section 771 of the Act for an order that restrictions imposed under section 768 of the Act shall cease to apply; such an application if not made by the Minister, the Director or the company, as the case may be, shall be served on the Director and the company and on any other person affected thereby and any application to vary or cancel in accordance with section 775(3) of the Act shall be made by motion on notice;

      (7) an application under section 772 of the Act for an order that shares subject to restrictions imposed under section 768 of the Act be sold; such an application if not made by the Director or the company, as the case may be, shall be served on the Director and the company and on any other person affected thereby and any application to vary or cancel in accordance with section 775(3) of the Act shall be made by motion on notice;

      (8) an application under section 783 of the Act for an order directing a third party to remedy a default. Such an application shall be served on the third party concerned;

      (9) an application under section 786 of the Act for an order that a company that is the subject of a direction given under section 778 of the Act shall be liable to repay the Director expenses of and incidental to the examination of books or documents. Such an application shall be served on the company concerned;

(2) In any application mentioned in sub-rule (1) where the moving party is not the company concerned, copies of the originating notice of motion and any affidavit grounding the application (and any exhibits thereto) shall be served on the company (and on each of its directors) within three days after the originating notice of motion has been filed in the Central Office. In every case, the application shall, subject to the Court’s directions in that regard, also be served on any other person who would be directly affected by the making of the order sought in the application.

(3) Where several of the applications referred to in sub-rule (1) are begun simultaneously by the same applicant or applicants concerning the same company, all of the reliefs may be sought in a single originating notice of motion.

(4) Every application referred to in sub-rule (1) shall be grounded upon the affidavit of the party making the application and shall be heard and determined on affidavit unless the Court otherwise orders.

4. The following applications shall be made by notice of motion where proceedings under Part 13 of the Act involving the company concerned are already in being, and in any other case shall be brought by originating notice of motion (in which case, sub-rules (2), (3) and (4) of rule 3 shall apply):

(1) an application under section 750 of the Act for the approval of the Court to investigate a related company; such an application shall be served on that company and its directors and on the applicant at whose instance the inspector was appointed;

(2) an application under section 757 of the Act in any case where the inspector has been appointed by the Court;

(3) an application under section 762(2) of the Act for the Court to direct the repayment of the expenses of an investigation; such an application shall be served on any person whom it is sought to make liable for the repayment to the relevant authority;

(4) an application under section 766(1) of the Act for the Court to direct the repayment of the expenses of an investigation; such an application shall be served on the company which it is sought to make liable for the repayment to the Director;

(5) an application under section 774 of the Act for an order for the payment out of the proceeds of sale of shares ordered to be sold under section 772 of the Act; such an application shall be served on every other person who was served with notice of the application under section 772 of the Act.

5. If on consideration of a report made to the Court under section 758 of the Act the Court considers that an order should be made for the winding up of a body corporate, the Court may direct the applicant who applied for the appointment of the inspector or inspectors under section 747 or 748 of the Act, as the case may be, or such other person as the Court shall think fit to present a petition for the winding up of the said body corporate. The Court may give such directions in relation to the proceedings to be taken as it thinks fit and may order that the provisions of Order 74, either in whole or in part, shall apply to the winding up as ordered by the Court.

6. The following applications shall be made by motion ex parte:

(1) an application under section 749 of the Act for directions in an investigation;

(2) an application under section 758(1) of the Act for leave to deliver an interim report to the Court;

(3) an application under section 758(1) of the Act for leave to deliver a final report to the Court;

(4) an application under section 758(2) of the Act for leave to inform the Court of matters;

(5) an application under section 759(5) of the Act as to whether a part of a report should be omitted from a report to be forwarded, furnished or printed.

7. Every application to which this Order applies brought in relation to a company under the Act shall be entitled “the High Court” and in the matter of the company and in the matter of the Act and where the company is under investigation there shall be added after the name of the company the words “under investigation” and where the company is in liquidation there shall be added after the name of the company the words “in liquidation” and where the company is in receivership there shall be added after the name of the company the words “in receivership” and where the company is one to which an Examiner has been appointed there shall be added after the name of the company the words “under the protection of the Court”.

8. On the hearing of any application made to the Court pursuant to rule 3 or rule 6, the Court may make such order or orders or give such directions as it thinks fit including directions as to whether, and if so, upon which other party notice of the application should be served, the mode of service and the time allowed for such service and may adjourn the hearing or further hearing of such application to a date to be specified.

9. The Court may, in any case in which the Court considers that it is either necessary or desirable in the interests of justice so to do, direct a plenary hearing in the matter and may make such order and give such directions in relation to the exchange of pleadings and the settling of issues between the parties as shall appear proper in the circumstances.