Coffee morning in aid of Our Lady’s Hospice

Our bakers took to their ovens today to provide some spectacular fare for our coffee morning in aid of Our Lady’s Hospice.   Despite our expanding waistlines, we are happy to once again support this fantastic fundraising initiative for the Hospice.

We’re growing!

As part of our ongoing investment in the business, we are delighted to announce that we are growing and strengthening our team through a merger with a long-established commercial and property practise in Dublin; Peter Morrissey & Company,

Sale of Commercial Property site in Dublin (excess €55m)

O’Connor Solicitors are delighted to be instructed by the Trustees of the Milltown Park Charitable Trust in the sale of this prime site of just over 10 acres in Ranelagh, Dublin 6. Mr Jack Devlin and Patrick Kirwan of GVA Donal O’Buachalla are agents for the sale.

 

https://www.irishtimes.com/business/commercial-property/residential-development-site-in-ranelagh-seeks-offers-over-55m-1.3911080#.XP_YqlXtAOA.mailto

 

 

Irish Law Awards 2019

O’Connor Solicitors have been selected as finalists for the Irish Law Awards 2019 in two categories :

Leinster Litigation Law Firm/Lawyer of the Year

Leinster (including Dublin) Employment Law Firm/Team/Lawyer of the Year

The award winners will be announced at a black tie event in the Clayton Hotel, Burlington Road, on the 14th of June 2019

 

Standing on the shoulders of Giants in Croke Park

O’Connor Solicitors are delighted to sponsor the Naomh Mearnóg Under 8’s Boys Hurling and Football Teams for the 2019 season. The boys were invited to take part in the Go Games Mini Tournament in Croke Park on the 14th April – a fantastic experience for the lads, mentors and all associated with the teams and it was a real privilege to be there.  Thanks to the GAA, Littlewoods, Naomh Mearnóg and all those involved in organising and sponsoring such a super event.

Practical Law Global Guide 2019 : Employment and employee benefits in Ireland: Overview

Peter Benson, Ruth O’Connor, John O’Connor and Niall Enright, have authored the chapter on employment law in Thomson Reuter’s Practical Law Global Guide 2019 : Employment and employee benefits in Ireland : Overview.” 

This is a comprehensive article outlining the most up to date developments in Irish employment law which both employers and employees may find of interest.   Please click here to review the article in full.   If you have any queries in relation to any aspect of this article, please contact :-

Peter Benson
peter.benson@oclegal.ie

Ruth O’Connor
ruth.oconnor@oclegal.ie

John O’Connor
john.oconnor@oclegal.ie

Niall  Enright
niall.enright@oclegal.ie

CHARITIES AND PAYMENT OF RATES – CHANGES AFOOT

It is a principle of the law relating to the payment of rates that properties are rateable unless specifically exempted. Under the Valuation Act 2001 only certain limited exemptions were available to Charities and Charitable Organisations as reflected in several decisions of the Valuation Tribunal.  In particular, religious Charitable Organisations could only avail of an exemption where the building or part of a building was used exclusively for the purposes of public religious worship.  Although there was an exemption for lands or buildings occupied by a Charitable Organisation using same exclusively for charitable purposes, what constituted a “Charitable Organisation” was defined and interpreted narrowly, advancement of religion not being considered as a basis for exemption unless it involved public worship.  The definition of a “Charitable Organisation” was recently amended by the Valuation (Amendment) Act 2015 (the 2015 Act) which now defines a “Charitable Organisation” by reference to Registered Charities under the Charities Act 2009 (the 2009 Act).

Following the introduction of the 2015 Act the Jesuit Missions Trust sought an exemption from Rates on the basis that it was a Charitable Organisation, a position opposed by the Commissioner of Valuations. Upon appeal, the Valuation Appeals Tribunal held in favour of the Jesuit Mission Trust, determining that advancement of religion was covered under the definition of a Charitable Organisation introduced in 2015, reference being required to the 2009 Act.   Charities for the advancement of religion and those using land exclusively for charitable purposes (otherwise than for private profit) may now, depending on the facts of their particular case, be able to avail of a broader exemption from rates and, as such, should review their position regarding their activities and the payment of rates.

The Jesuit Mission Trust was represented by O’Connor Solicitors, Mr. Paul Gallagher, S.C., Mr. Jonathan Miller, B.L., and advised by Messrs. GVA Donal O’Buachalla Limited.

 

Queries to John O’Connor

Managing Partner

O’Connor Solicitors

 

Successful outcome to Consultants Contracts litigation

“Delighted to be part of what was a great contract case. Thanks to the IMO and the Doctors for their instructions and to our whole team including Counsel Michael Cush SC and Barra Faughnan BL, our witnesses, and to Johnson Hana and Reveal Data on the Discovery.”

John O’Connor, Managing Partner

The firm’s managing partner, John O’Connor, expresses his thanks to everyone involved in the breach of contract litigation involving Ireland’s Hospital Consultants, the HSE, Minister for Health, Minister for Finance and the Minister for Public Expenditure and Reform.   John has led the team through this lengthy and complex litigation which culminated in the matter being successfully settled on Friday 15th June.   Click on the link below to read the Irish Times report on the case.

 

https://www.irishtimes.com/news/crime-and-law/consultants-set-for-200m-back-pay-after-contract-cases-settled-1.3531744#.WyUACIfrHkw.linkedin

 

Thomson Reuters Practical Law Global Guide Irish Chapter – Employment and Employee Benefits in Ireland – Overview

An article by Peter Benson, John O’Connor, Ruth O’Connor and Antonia Melvin of O’Connor Solicitors

The Prohibition on a Company Financing the Purchase of its own Shares

The prohibition on a company offering financial assistance for the acquisition of its own shares represents one of the easiest ways in which a company can inadvertently breach the rules and regulations provided for in the Companies Act 2014. Careful consideration of this rule is required as a company acting in breach of the rule exposes itself to a range of both criminal and civil consequences.

The Rule

The rule is provided for in section 82 of the Companies Act 2014 and prohibits a company from directly or indirectly giving any financial assistance for the purpose of acquiring any shares in the company. Where a company is a subsidiary company this rule applies equally to parent companies. In practice this rule operates so as to cover almost any form of loan, guarantee or the provision of security.

An example of this rule in operation can be seen in the prosecution of two former Directors of Anglo Irish Bank where the directors approached ten of the bank’s top customers and offered them loans to purchase shares in the bank so as to stabilise the bank’s share price.

The Summary Approval Procedure

A transaction which would otherwise fall foul of the rule can be validated by the Summary Approval Procedure (SAP) which replaces the older validation process sometimes referred to as a ‘whitewash’. The SAP process requires a meeting of the board of directors, resulting in the directors making a declaration as to the nature, circumstances and purpose of the transaction as well as the solvency of the company. This declaration is then attached to a notice for a shareholder meeting at which the transaction is approved of by the passing of a special resolution (75% or more in favor) of the members which is then delivered to the Registrar of Companies.

Distributable Profits

In addition to the SAP the Companies Act provides for a number of exceptions to the rule. Section 105 allows a company to acquire its own shares by purchasing them out of the distributable profits of the company. This action must be authorised by either the constitution of the company, the rights attaching to the shares in question or by a special resolution of the company. Once the company has acquired it’s own shares it may cancel them or hold them as treasury shares. An important distinction must be drawn between a company acquiring it’s own shares, which is an important aspect of capital maintenance and is regulated by the Companies act, and a company offering financial assistance to another for the acquisition of it’s own shares as prohibited by the rule in section 82.

Other Exceptions

The Act provides for certain exceptions in the cases of:

  • Discharging lawfully incurred debts or refinancing.
  • Lending money as part of the ordinary business of the company (not applicable in the prosecution of the Anglo Irish Bank Directors as the primary purpose of the transaction was to stabalise the share price).
  • Representations, warranties or indemnities.
  • The payment of fees, commissions or expenses.
  • Where the primary purpose of the transaction is not the purchase of shares, for example where it is incidental to some larger purpose of the company and is done in good faith.

Criminal and Civil Consequences

Where a company contravenes this rule the company and every officer of the company who acted in contravention will be guilty of a category 2 offence which can result in up to five years imprisonment. For example, the Directors of Anglo Irish Bank were sentenced to 240 hours of community service. This light sentence was justified on the basis that the financial regulator had essentially given the “green light” to the transaction.

A Director who makes a declaration as to the solvency of the company for the purposes of engaging the in SAP process without having reasonable grounds for the making of the declaration exposes himself to personal liability for any and all of the debts of the company under section 210 (1) of the Act in addition to the usual rules for reckless trading.

Where a transaction is entered into by a person who has notice of the fact that they have received the financial assistance for the purpose of acquiring shares in the company the company can seek to void the transaction. This may be of particular relevance if a company goes into liquidation, the liquidator (on behalf of the company) could seek to set aside the transaction so as to maximise the assets of the company.

For further information concerning Company Financing please contact:

John C. O’Connor
Partner
O’Connor Solicitors
8 Clare Street
Dublin 2
Tel: 6764488
E: john.oconnor@oclegal.ie