Other Legislation

• Competition Act 2002 (sections 48(a) and 51)

• Electronic Commerce Act 2000 (No. 27 of 2000)

The Act has established legal recognition of e-Business transactions in most areas of business, private law and public administration by giving the same status to electronic signatures, electronic originals, electronic writing and electronic contracts as paper-based counterparts. The Act also addresses the conclusion of contracts electronically. It underpins and gives security to the new ways in which business is transacted over the Internet. The Act also gives effect to the greater part of the European Union Directive on Electronic Signatures (1999/93/EC) and certain provisions of the European Union Directive on Electronic Commerce (2000/31/EC).

Irish Takeover Panel Act, 1997 (No. 5 of 1997)

This Act provides inter alia for the establishment of a Take-Over Panel in Ireland to regulate take-overs and certain other related activity with a view to ensuring the fair and equal treatment of all shareholders in such situations and to provide support and credibility for the Irish financial markets.

Section 19 of the Irish Takeover Panel Act 1997 requires the Panel to submit to the Minister an Annual Report on its activities not later than four months after the Panel’s financial year-end.

Stock Exchange Act 1995

Investment Intermediaries Act, 1995 (No. 11 of 1995)

Section 80 of the Investment Intermediaries Act, 1995 amended sections 253 and 260 of the Companies Act, 1990 by extending the definition of “investment company” as defined in Part XIII of the Companies Act, 1990 to include closed-ended investment companies.

Closed-ended investment companies are collective investment schemes in the form of a company where the shareholder cannot redeem directly from the company, but can trade the shares in the secondary market. The closed period may be permanent or, alternatively, for a fixed period of time following which the company can revert to being open-ended. The effect of the amendment is that closed-ended investment companies will be supervised by the Central Bank, as are all Part XIII companies.

The Investment Intermediaries Act, 1995 provided for the introduction of a system of regulation and supervision for investment business firms dealing in particular products. The Central Bank of Ireland is the supervisory authority under the Act, following the enactment of the Central Bank Act, 1997.

To the extent that an investment business firm is an incorporated entity, the Investment Intermediaries Act will affect the environment in which it operates. For example, the Act imposes certain additional obligations on the directors and auditors of such firms and on the liquidator or receiver where a member firm or investment business firm is being wound up. Under the Act, the High Court may itself decide to wind up an investment business firm or may do so at the request of the supervisory authority.

Investment Limited Partnerships Act, 1994 (No. 24 of 1994)

Section 4 (4) Investment Limited Partnerships Act, 1994 which provides for the regulation of investment limited partnerships by the Central Bank disapplies section 376 of the Companies Act, 1963 prohibiting partnerships of more than twenty members.

Section 16 of Investment Limited Partnerships Act, 1994 was amended by Section 40 of the Companies (Amendment) (No. 2) Act, 1999.

Unit Trusts Act 1990

Safety, Health and Welfare at Work Act, 1989 (No. 7 of 1989)

Directors' Report

Section 12(6) of the 1989 Act states that the report of the Directors of a company under section 158 of the Companies Act, 1963, shall contain, an evaluation of the extent to which the policy set out in a Safety Statement was fulfilled during the period covered by the report.

Designated Investment Funds Act, 1985 (No. 16 of 1985)

This Act provides inter alia that a designated investment fund may not invest in the shares of a private company (as defined by section 33 of the Companies Act, 1963) and that a private company may not accept money from the fund in payment for such shares unless they have previously entered into an agreement consistent with section 6 of the 1985 Act.

The prospectus of such a fund must comply with the requirements of section 5 of the Act and be approved by the Minister.

Limited Partnership Act 1907

Partnership Act 1890