Report on Multi-Unit Developments - Law Reform Commission

of directors. 30 These elements make the company limited by guarantee quite
attractive in a multi-unit development setting.
3.25 However, the current Companies Acts 1963 to 2005 limit to 10 the
maximum number of members of a private company limited by guarantee 31 so
that, for larger multi-unit developments, this necessitates using a public
company limited by guarantee, for which there is no upper membership limit.
This indicates a significant disadvantage of the current company law code
which the Company Law Review Group specifically addressed in its proposals
made in 2007 for a new company law code. The Commission now turns to
examine these proposals in detail in the context of multi-unit developments.
(3) The proposed new company law code, DACs and multi-unit
developments
3.26 The Company Law Review Group (CLRG) was established on a
statutory basis by the Company Law Enforcement Act 2001 to review the
existing company law code and to propose its reform and modernisation. In
2007, the CLRG published its final <strong>Report</strong>, which included the draft scheme of a
Companies Consolidation and Reform Bill. 32 The Government has accepted
the thrust of the CLRG‘s final <strong>Report</strong> and is committed to enactment of a new
company law code based on the draft Scheme. Assuming the enactment of the
draft scheme (which is unlikely to be before 2010), 33 the three main company
types in Ireland will be the private company, the public company limited by
guarantee (CLG) and the Designated Activity Company (DAC).
3.27 In its final <strong>Report</strong>, the CLRG states that ―the reformed and
streamlined companies‘ code should be effective, intelligible to company law
directors and shareholders, and that the law should be cognisant as to how
business is transacted.‖ 34 The main focus of the CLRG‘s <strong>Report</strong> was what
might be described as commercial (shareholder) companies, which it
recommends should be based on the model of a private company (this
30
Keane, Company Law (4 th ed)(Tottel Publishing, 2007), para 4.34.
31
Companies Act 1963, s.33.
32
See Company Law Review Group, <strong>Report</strong> on General Scheme of Companies
Consolidation and Reform Bill 2007, available at www.clrg.org
33
In May 2008, the Minister for Enterprise, Trade and Employment reappointed the
members of the CLRG for a 2 year period in order to facilitate the drafting of a
Companies Consolidation and Reform Bill by 2009: see
www.entemp.ie/press/2008/20080506a.htm
34
Company Law Review Group <strong>Report</strong> on General Scheme of Companies
Consolidation and Reform Bill 2007, p.8.
66