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Version status: In force | Document consolidation status: Updated to reflect all known changes
Published date: 24 May 2023

European Union (Cross-Border Conversions, Mergers and Divisions) Regulations 2023 [S.I. No. 233 of 2023]

Comparing proposed amendment...
Introductory Text
Part 1 Preliminary and General (regs. 1-3A)
In force
Regulation 1 Citation, commencement and construction
In force
Regulation 2 Interpretation
In force
Regulation 3 Application
In force
Regulation 3A Penalties
Part 2 Cross-Border Conversions (regs. 4-24)
Chapter 1 Preliminary and General (regs. 4-5)
In force
Regulation 4 Interpretation (Part 2)
In force
Regulation 5 Application (Part 2)
Chapter 2 Pre-conversion Requirements (regs. 6-18)
In force
Regulation 6 Application (Chapter 2 of Part 2)
In force
Regulation 7 Cross-border conversions: draft terms
In force
Regulation 8 Cross-border conversions: directors' explanatory report
In force
Regulation 9 Cross-border conversions: expert's report
In force
Regulation 10 Cross-border conversions: civil liability of experts
In force
Regulation 11 Cross-border conversions: criminal liability for untrue statements in expert's report
In force
Regulation 12 Cross-border conversions: registration and publication of documents
In force
Regulation 13 Cross-border conversions: notification to Central Bank of Ireland by certain companies
In force
Regulation 14 Cross-border conversions: approval by general meeting
In force
Regulation 15 Cross-border conversions: protection of shareholders
In force
Regulation 16 Cross-border conversions: protection of creditors
In force
Regulation 17 Cross-border conversions: pre-conversion certificate
In force
Regulation 18 Cross-border conversions: transmission of pre-conversion certificate
Chapter 3 Approval in State of Cross-Border Conversions (regs. 19-20)
In force
Regulation 19 Application (Chapter 3 of Part 2)
In force
Regulation 20 Court examination of cross-border conversion
Chapter 4 Consequences of Approval of Cross-Border Conversions (regs. 21-24)
In force
Regulation 21 Cross-border conversions: copies of orders to be delivered to Registrar
In force
Regulation 22 Cross-border conversions: action to be taken by Registrar on receipt of orders
In force
Regulation 23 Consequences of cross-border conversion
In force
Regulation 24 Cross-border conversions: validity
Part 3 Cross-Border Mergers (regs. 25-48)
Chapter 1 Preliminary and General (regs. 25-26)
In force
Regulation 25 Interpretation (Part 3)
In force
Regulation 26 Application (Part 3)
Chapter 2 Pre-merger Requirements (regs. 27-40)
In force
Regulation 27 Application (Chapter 2 of Part 3)
In force
Regulation 28 Cross-border mergers: common draft terms
In force
Regulation 29 Cross-border mergers: directors' explanatory report
In force
Regulation 30 Cross-border mergers: expert's report
In force
Regulation 31 Cross-border mergers: civil liability of experts
In force
Regulation 32 Cross-border mergers: criminal liability for untrue statements in expert's report
In force
Regulation 33 Cross-border mergers: registration and publication of documents
In force
Regulation 34 Cross-border mergers: notification to Central Bank of Ireland by certain companies
In force
Regulation 35 Cross-border mergers: approval by general meeting
In force
Regulation 36 Cross-border mergers: exemption from requirement to hold general meeting
In force
Regulation 37 Cross-border mergers: protection of shareholders
In force
Regulation 38 Cross-border mergers: protection of creditors
In force
Regulation 39 Cross-border mergers: pre-merger certificate
In force
Regulation 40 Cross-border mergers: transmission of pre-merger certificate
Chapter 3 Approval in State of Cross-Border Mergers (regs. 41-43)
In force
Regulation 41 Application (Chapter 3 of Part 3)
In force
Regulation 42 Court examination of cross-border merger
In force
Regulation 43 Compliance with other laws relating to mergers and takeovers
Chapter 4 Consequences of Approval of Cross-Border Mergers (regs. 44-48)
In force
Regulation 44 Cross-border mergers: copies of orders to be delivered to Registrar
In force
Regulation 45 Cross-border mergers: action to be taken by Registrar on receipt of orders
In force
Regulation 46 Consequences of cross-border merger
In force
Regulation 47 Cross-border mergers: simplified formalities
In force
Regulation 48 Cross-border mergers: validity
Part 4 Cross-Border Divisions (regs. 49-70)
Chapter 1 Preliminary and General (regs. 49-50)
In force
Regulation 49 Interpretation (Part 4)
In force
Regulation 50 Application (Part 4)
Chapter 2 Pre-division Requirements (regs. 51-63)
In force
Regulation 51 Application (Chapter 2 of Part 4)
In force
Regulation 52 Cross-border divisions: draft terms
In force
Regulation 53 Cross-border divisions: directors' explanatory report
In force
Regulation 54 Cross-border divisions: expert's report
In force
Regulation 55 Cross-border divisions: civil liability of experts
In force
Regulation 56 Cross-border divisions: criminal liability for untrue statements in expert's report
In force
Regulation 57 Cross-border divisions: registration and publication of documents
In force
Regulation 58 Cross-border divisions: notification to Central Bank of Ireland by certain companies
In force
Regulation 59 Cross-border divisions: approval by general meeting
In force
Regulation 60 Cross-border divisions: protection of shareholders
In force
Regulation 61 Cross-border divisions: protection of creditors
In force
Regulation 62 Cross-border divisions: pre-division certificate
In force
Regulation 63 Cross-border divisions: transmission of pre-division certificate
Chapter 3 Approval in State of Cross-Border Divisions (regs. 64-65)
In force
Regulation 64 Application (Chapter 3 of Part 4)
In force
Regulation 65 Court examination of cross-border division
Chapter 4 Consequences of Approval of Cross-Border Divisions (regs. 66-70)
In force
Regulation 66 Cross-border divisions: copies of orders to be delivered to Registrar
In force
Regulation 67 Cross-border divisions: action to be taken by Registrar on receipt of orders
In force
Regulation 68 Consequences of a cross-border division
In force
Regulation 69 Cross-border divisions: simplified formalities
In force
Regulation 70 Cross-border divisions: validity
Part 5 Employee Participation (regs. 71-94)
Chapter 1 Preliminary and General (regs. 71-74)
In force
Regulation 71 Interpretation (Part 5)
In force
Regulation 72 Employee information and consultation
In force
Regulation 73  Requirement for employee participation
In force
Regulation 74 Requirement to begin negotiations with employees
Chapter 2 Special Negotiating Body (regs. 75-81)
In force
Regulation 75 Creation of special negotiating body
In force
Regulation 76 Representation of Irish employees on special negotiating body
In force
Regulation 77 Conduct of election
In force
Regulation 78 Remit of special negotiating body
In force
Regulation 79 Voting procedure in the special negotiating body
In force
Regulation 80 Engagement of experts by special negotiating body
In force
Regulation 81 Expenses
Chapter 3 Negotiations and Agreement (regs. 82-85)
In force
Regulation 82 Spirit of cooperation
In force
Regulation 83 Content of agreement
In force
Regulation 84 Duration of negotiations
In force
Regulation 85 Standard Rules
Chapter 4 Supplementary (regs. 86-94)
In force
Regulation 86 Definition
In force
Regulation 87 Protection of employee participation rights
In force
Regulation 88 Confidential information
In force
Regulation 89 Protection of employees' representatives
In force
Regulation 90 Dispute resolution
In force
Regulation 91 Power of Court to administer oaths and compel witnesses
In force
Regulation 92 Enforcement
In force
Regulation 93 Workforce thresholds in other legislation
In force
Regulation 94 Legal form of company
Part 6 Miscellaneous (regs. 95-96)
In force
Regulation 95 Consequential amendments
In force
Regulation 96 Revocation and savings
In force
Schedule 1 Forms for Notice under Regulations 12, 33 and 57
Schedule 2 Standard Rules (paras. 1-16)
In force
Schedule 2, Part 1 Composition of Body Representative of Employees (paras. 1-9)
In force
Schedule 2, Part 2 Standard Rules for Information and Consultation (paras. 10-14)
In force
Schedule 2, Part 3 Standard Rules for Employee Participation (paras. 15-16)
In force
Schedule 3 Redress for Contravention of Regulation 87
In force
Schedule 4 Consequential amendments
Signature
Explanatore Note