Companies Act 2014: Directors Compliance Statements


Companies Act 2014 Recent Changes

Recent changes to the Companies Act 2014, effectively split the Act into two separate parts;
  1. Parts 1-15
This section of the Act deals with private companies limited by shares (LTD).
  1. Parts 16-24
This section of the Act deals with all other types of companies not defined as private companies limited by shares, including;
  • Designated Activity Companies (DACs),
  • Public Limited Companies (PLCS)
  • Guarantee Companies (CLG)
  • Unlimited Companies (UL)
  • Investment or External Companies.

Directors’ Compliance Statement

The new Act includes a number of notable amendments, however one item of particular interest for Directors will be the requirement regarding Directors Compliance Statements. Below is a brief synopsis of the measures and an overview of the entities impacted;

Requirements of Compliance Statement

The new Act places an obligation on Directors to include a compliance statement in the company’s financial statements. This compliance statement must be included in the Directors Report to the financial statements. The Act provides that, going forward, three specific issues must be addressed within the Directors’ Report, namely;
  1. Compliance Policy Statement – Directors will be obliged to prepare a “Compliance Policy Statement”
  2. Compliance Structure – Directors will be obliged to implement a structure designed to secure material compliance
  3. Review of Compliance Structure – Directors will be obliged to conduct a review of the compliance structure put in place during the financial period. 

Which companies are effected?

The new measures are effective for all companies whose balance sheet total exceeds €12.5m and turnover exceeds €25m. Investment Companies and Unlimited Companies are specifically excluded from the new requirement.

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