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Banking Law

Conways Solicitors can advise you in respect of any banking law query that you may have.

Over the years our Solicitors have been involved in commercial property loans, residential loans and site development loans.

We have acted for borrowers on every level, from small projects all the way up to multiple site developments with cross securitisation.

We have been involved in several rescue scenarios and have advised extensively in the area of protecting both developers and property owners against the potential risks and pitfalls in a scenario where the development hasn’t gone as planned.

We have advised several clients on the question of family homes and financial institutions ability to severe the joint tenancy created between husband and wife in a family home.

This in particular is in relation to the judgement given down by Laffoy J. in Mahon v. Lawlor, where the issue of whether or not a joint tenancy can be severed was decided on grounds of whether or not property is Registry of Deeds or Land Registry.

We have also advised in relation to the National Asset Management Agency and in particular the proposed legislation which is currently available for viewing on the Department for Finance website. The first step is company formation; at Conways Solicitors we can assist you in setting up your new business.

Whether it is a partnership or a company, we can guide you in both.

In respect of the setting up of a company however we can deal with the far more onerous details that are required in order to successfully establish and incorporate a company.

Whether or not it is to be a company limited by shares, by guarantee or it is to be unlimited, Conways Solicitors can advise you of the pros, cons and pitfalls in respect each and every step.

In relation to the company formation process itself, Conways Solicitors can advise you in respect of the various Companies Registration Office forms and what is required.

The following is a checklist as to what is ordinarily required for the formation of a standard company limited by shares; naturally this list may be altered if a different type of company is being established:

  1. The Company Name:
    The company name must be selected in advance and should be unique to that particular company. Oftentimes it can be a great help by going into www.cro.ie to do a search of names that you had in mind. There is a category of certain types of words or names that require the consent of the Companies Registration Office, in order to register these will include things such as group or bank, in company formations you could add a distinguishing geographic tag to the end of that.
  2. Company Type:
    As discussed earlier there are different types of companies based on the manner in which you would like to establish your company. While it is most common for a company to be a private limited liability company, there are other types. There is a company limited by guarantee, an unlimited company and a public limited company (this is a company that is usually trading its shares on the stock marked).

    The most common is the private limited company where the liability of the shareholders is limited to the shares held. A company of this nature has the advantage of needing only to file shortened accounts, provided the turnover is under the threshold they may also avail of an audit exemption. This company may have as few as one shareholder. A company limited by guarantee is usually a company formation that is selected in relation to charities.

    An unlimited company; the distinguishing feature of this type of company is that there is no limit to the liability of the shareholders, i.e. if the company runs up a debt of €100,000.00 then the shareholders, based on the percentage of shareholdings are liable for a percentage of that debt.

    A public limited company is the type of company such as Apple that you will see listed on a stock exchange. The shares are bought and sold publicly and the level of detail in the accounts which must be given is far greater.

    There is also a minimum threshold as to how much issued share capital must be in existence which is far greater than the other type of companies.

  3. Articles of Association and Memorandums of Association:
    These two documents will describe what the company is attempting to do, what it is allowed do and the manner in which it must conduct its business.

    Some considerable thought should be given in advance to consulting a Solicitor as to what it is precisely that the company is going to do. There are standard lists of permissions and authorities which most companies are given permission to carry out and again thought should be given as to whether or not your company will require any unique or different permissions or authorities to be able to carry out its business effectively in pursuit of its objective.

    At Conways Solicitors we can fill in the rest of the detail in respect of the Memorandum and Articles of Association which are lengthy and complex legal documents but which we can guide you through.

  4. Pre-existing Directorships:
    You will need a list of all directorships held by any director you wish to propose to be a director of the company. We will also require the full name, nationality, address, date of birth and occupation of the director.
  5. Registered Office:
    You will have to select an address through which all official business of your company will be carried through.
  6. Authorised and Issued Share Capital:
    This must be selected and it is normal for the sealing of the number of shares that can be issued to be set in units of €1.00. The actual issued share capital is the share capital that will issue from the authorised share capital upon incorporation. Effectively these are the shares that will issue once the company is in being allowing the shareholders to claim a stake in the company.
  7. Company Secretary:
    A company secretary will have to be nominated. A company secretary can and usually is a director and the company secretary is responsible for ensuring that all of the administrative obligations on the company are complied with, such as the filing of annual returns etc.
  8. Shareholders:
    Finally, the proposed shareholders of the new company will have to be given and the similar details will have to be given as for the directors, but in addition the number of shares to be given to each shareholder upon incorporation must also be specified. It is not necessary for a shareholder to state any other directorships that the shareholder may have.

The First Step…
Contact our offices and make an appointment by either email reception@conways.ie of on 021 4901000 please consider in advance when would suit you to meet us!