(1) The draft terms and the draft instrument of constitution of the proposed converted company shall be approved by a special resolution passed at a general meeting of the Irish converting company held not earlier than 30 days after the publication of the notice referred to in Regulation 12(5)(a), note having first been taken by the general meeting of -

(a) the directors' explanatory report under Regulation 8 and expert's report under Regulation 9,

(b) any opinion received under Regulation 8(9), and

(c) any comments submitted in accordance with Regulation 12(1)(b).

(2) The approval of the members may be made subject to -

(a) the ratification of the arrangements adopted for employee participation in the converted company in accordance with Part 5,

(b) an order of the Court under Regulation 15(4) providing for additional cash compensation,

(c) any regulatory approval, or the satisfaction of any applicable regulatory condition, or