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S.I. No. 161/1991 -- Companies (Forms) Order, 1991.

S.I. No. 161/1991 -- Companies (Forms) Order, 1991. 1991 161

S.I. No. 161/1991:

COMPANIES (FORMS) ORDER, 1991.

COMPANIES (FORMS) ORDER, 1991.

I, DESMOND O'MALLEY, Minister for Industry and Commerce, in exercise of the powers conferred on me by sections 160 , 195 , 311 A, 395 and 396 of the Companies Act, 1963 (No. 33 of 1963), hereby order as follows:

1. (1) This Order may be cited as the Companies (Forms) Order, 1991.

(2) The Companies (Forms) Orders, 1964 to 1990, and this Order may be cited together as the Companies (Forms) Orders, 1964 to 1991.

2. This Order shall come into operation on the 1st day of July, 1991.

3. In this Order--

"the Act of 1963" means the Companies Act, 1963 (No. 33 of 1963);

"the Act of 1990" means the Companies Act, 1990 (No. 33 of 1990).

4. The form set out in Part I of the Schedule to this Order, or a form to the like effect, is hereby prescribed as the form to be used for the purposes of section 160 (5A) (inserted by section 183 of the Act of 1990) of the Act of 1963 with such variations as circumstances require.

5. The Companies (Forms) Order, 1964 ( S.I. No. 45 of 1964 ), is hereby amended by the substitution for Form No. 9 (inserted by Article 3 of the Companies (Forms) Order, 1982 ( S.I. No. 256 of 1982 )) in the Schedule thereto of Form B10 set out in Part II of the Schedule to this Order.

6. The Companies (Forms) Order, 1982 ( S.I. No. 256 of 1982 ), is hereby amended by the substitution for Form No. A1 (inserted by Article 4 of the Companies (Forms) Order, 1987 ( S.I. No. 147 of 1987 )) in Part I of the Schedule thereto of the form set out in Part III of the Schedule to this Order.

7. The form set out in Part IV of the Schedule to this Order, or a form to the like effect, is hereby prescribed as the form to be used for the purposes of section 311A (inserted by section 246 of the Act of 1990) of the Act of 1963 with such variations as circumstances require.

8. The Fifth Schedule to the Act of 1963 is hereby altered by the substitution for the form set out in Part II of the forms set out in Part V of the Schedule to this Order.

9. The Companies (Forms) Order, 1964 is hereby amended by the deletion in the Schedule of Form No. 9A.

SCHEDULE

FORMS

Part I
Companies Acts 1963 to 1990 Registration fee stamp to be affixed above
Notice of Removal of Auditor
Section 160, Companies Act, 1963 H3
Section 183, Companies Act, 1990
Company number

_|___|___|___|___|_
Please complete using black block capitals or typewriting Company name in full______________________________
Limited
Note one Notice must be filed within 14 days of the resolution being passed A resolution removing note one
Name ________
Address______
an auditor of the above-named company was duly passed pursuant to section 160 (5) of the Companies Act, 1963 on the
Day

Month

Year
I hereby certify that the above particulars are correct
Signature □ Director □ Company secretary Date____
Name Block letters please
Presenter's name Address_____________________________
Telephone Number___________ Reference

Part II
Notice of change of directors or secretaries Companies Acts 1963 to 1990 Registration fee stamp to be affixed above
Section 195, Companies Act, 1963 B10
Section 51, Companies Act, 1990

Company number

___|__|__|__|__|___

Please complete using black block capitals or typewriting Company name in full________
Limited
Note one Give details of change(s) and specify date. Only changes which occur on the same date may be registered by this notification. Otherwise, separate notifications should be made. If a new director or secretary has been appointed complete the next section. gives notice of the following change(s) note one
Date change(s) take(s) effect Day Month Year
Particulars of new director (including shadow director)/secretary note two
Surname note three Forename note three
Note two Delete as appropriate. Where particulars of directors are included by virtue of section 195 (9) the directors consent need not be completed Former surname note five Former forename note five
Business Occupation note four Date of Birth note four

Day

 Month Year
Other directorships note six Registered at note seven Company number
|
Note three Insert full name (initials will not suffice) and usual residential address. Where all the partners in a firm are joint secretaries the name and principal address of the firm alone may be given. |
|
I hereby consent to act as director/secretary of the aforementioned company note two
Signature Date
Note four Applicable to direcors only
I hereby certify that the particulars contained in this form are correct □ Director □ Company Secretary
Signature Date
Name Block letters please
Presenter's name Address
Telephone Number Reference

Particulars of director (including shadow directors)/secretary note two

Note five Former forname or surname does not include the following:

In the case of a person usually known by a title different from his surname, the name by which he was known previous to the adoption of or succession to the title;.

 Surname note three Forename
Former surname note five Former forename note five
Business Occupation note four Date of Birth note four Day Month Year
Home address note three Nationality note four
Other directorship note six Registered at note seven Company number
|
|

in the case of any person, a former forename or surname where that forename or surname was changed or disused before the person bearing the name attained the age of 18 years or has been changed or disused for a period of not less than 20 years;

in the case of a married woman, the name or surname by which she was known previous to her marriage.

 I hereby consent to act as director/secretary of the aforementioned company note two
Signature Date
Surname note three Forename
Former surname note five Former forename note five
Business Occupation note four Date of Birth note four Day Month Year
Home address note three Nationality note four
Other directorships note six Registered at note seven Company number
|
|
Note six Applicable to directors only. I hereby consent to act as director/secretary of the aforementioned company note two
Signature Date

Company name and number of other bodies corporate, whether incorporated in the State or elsewhere, except for

bodies of which the person has not been a director at any time during the past ten years

bodies of which the company is (or was at the relevant time) a wholly owned subsidiary

bodies which are (or were at the relevant time) wholly owned subsidiaries of the company.

Note seven Place of incorporation if outside the State.
Surname note three Forename
Former surname note five Former forename note five
Business Occupation note four Date of Birth note four
Home address note three Nationality note four Day Month Year
Other directorship note six Registered at note seven Company number
|
|
I hereby consent to act as director/secretary of the aforementioned company note two
Signature Date
Surname note three Forename
Former surname note five Former forename note five
Business Occupation note four Date of Birth note four
Home address note three Nationality note four Day Month Year
Other directorships note six Registered at note seven Company number
I hereby consent to act as director/secretary of the aforementioned company note two
Signature Date

Part III
Statement of first secretary and directors and situation of registered office Companies Acts 1963 to 1986

Registration fee stamp to be affixed above

A1
Section 3 of Companies (Amendment) Act, 1982
Declaration of compliance Company number
Section 5 of the Companies (Amendment) Act, 1983 ___|___|___|___|___|__
Please complete using black blocks capitals or typewriting Company name in full
Limited
Note one Maximum number of characters per line characters per line is thirty. Please leave one space between words Address of registered office note one
_|__|__|__|__|__|__|__|__|__|__|__|__|__|__|__|__|__|__|__|__|__|__|__|__|__|__|__|__|_
_|__|__|__|__|__|__|__|__|__|__|__|__|__|__|__|__|__|__|__|__|__|__|__|__|__|__|__|__|_
_|__|__|__|__|__|__|__|__|__|__|__|__|__|__|__|__|__|__|__|__|__|__|__|__|__|__|__|__|_

If the memorandum is delivered by an agent for the subscribers of the memorandum mark "x" in this box and insert the agent's name and address

Agent's name
Agent's address
Number of continuation sheets attached
Particulars of secretary
Note two Insert full name (initials will not suffice) and usual residential address. Where there are joint secretaries, details and signature of consent should be annexed hereto Names and particulars of the person(s) who is/are to be secretary/joint secretaries
Surname note two Forname note two
Former Surname note three Former Forename note three
Note three Former forename or surname does not include the following: Address note two
In the case of a person known by a title different from his surname, the name by which he was known previous to the adoption of the title:
I hereby consent to act as secretary of the aforementioned company
Signature Date
In the case of any person, a former forename or surname where that name or surname was changed or disused before the person bearing the name attained the age of 18 years or has been changed or disused for a period of not less than 20 years
Presenter's name Address
In the case of a married woman, the name or surname by which she was known previous to the marriage.
Telephone Number Reference
Particulars of Directors (including shadow directors)
Names and particulars of the persons who are to be the first directors of the company
Surname note two Forename note two
Former Surname note three Former Forename note three
Date of birth: Day Month Year
Business Occupation Nationality
Home Address note two
Other directorships note four Registered at note five Company number
|
|
|
I hereby consent to act as director of the aforementioned company
Signature Date

Note four Company name and number of other bodies corporate, whether incorporated in the State or elsewhere, except for

bodies of which the person has been a director at any time during the past ten years

bodies of which the company is (or was at the relevant time) a wholly owned subsidiary

bodies which are (or were at the relevant time) wholly owned subsididiaries of the company
Surname note two Forename note two
Former Surname note three Former Forename note three
Date of birth: Day Month Year
Business Occupation Nationality
Home Address note two
Other directorships note four Registered at note five Company number
|
Note five Place of incorporation if outside the State |
|
I hereby consent to act as director of the aforementioned company
Signature Date
Surname note two Forename note two
Former Surname note three Former Forename note three
Date of birth Day Month Year
Business Occupation Nationality
Home Address note two
Other directorships note four Registered at note five Company number
|
|
|
I hereby consent to act as director of the aforementioned company
Signature Date
Surname note two Forename note two
Former Surname note three Former Forename note three
Date of birth Day Month Year
Business Occupation Nationality
Home Address note two
Other directorships note four Registered at note five Company number
|
|
|
I hereby consent to act as director of the aforementioned company
Signature Date
Surname note two Forename note two
Former Surname note three Former Forename note three
Date of birth Day Month Year
Business Occupation Nationality
Home Address note two
Other directorship note four Registered at note five Company number
|
|
|
I hereby consent to act as director of the aforementioned company
Signature Date
Surname note two Forename note two
Former Surname note three Former Forename note three
Date of birth: Day Month Year
Business Occupation Nationality
Home Address note two
Other directorships note four Registered at note five Company number
|
|
|
I hereby consent to act as director of the aforementioned company
Signature Date
Surname note two Forename note two
Former Surname note three Former Forename note three
Date of birth: Day Month Year
Business Occupation Nationality
Home Address note two
Other directorships note four Registered at note five Company number
|
|
|
I hereby consent to act as director of the aforementioned company
Signature Date
Signed by or on behalf of the subscribers to the memorandum
Signature □ Subscriber □ Agent Date
Signature □ Subscriber □ Agent Date
Signature □ Subscriber □ Agent Date
Signature □ Subscriber □ Agent Date
Signature □ Subscriber □ Agent Date
Signature □ Subscriber □ Agent Date
Signature □ Subscriber □ Agent Date
Declaration of compliance
I name of home address
Note six "A solicitor engaged in the formation " or " a person named as director/secretary" do solemnly and sincerely declare that I am (note six)
of company
and that all the requirements of the Companies Acts, 1963 to 1990 in respect of the registration of the said company, and of maters precedent and incidental thereto have been complied with. And I make this solemn declaration conscientiously believing the same to be true and by virtue of the Statutory Declarations Act, 1938 . Declared before me by
who is personally known to me or who is identified to me by
Signature of Declarant who is personally known to me at
Commissioner for Oaths
□ Commissioner for Oaths
□ Notary Public □ Peace Commissioner this day of 19

Part IV
Restoration to register of company struck off Companies Acts 1963 to 1990 Registration fee stamp to be affixed above
Section 311A, Companies Act, 1963 H1
Section 246, Companies Act, 1990 Company number

___|___|___|___|___|__
Please complete using black block capitals or typewriting Company name in full
Limited
Note one All outstanding annual returns of the company, if any, must be submitted hereby applies to be restored to the register of companies under section 311A of the Companies Act, 1963 note one
The company was dissolved on
Day Month Year
Signature □ Director □ Company secretary Date
Name Block letters please
Presenter's name Address
Telephone Number Reference

Part V
Annual Return Companies Acts 1963 to 1990 Registration fee stamp to be affixed above
Section 125 or 126, Companies Act, 1963 B1S
This return is to be used when the certification overleaf can be complied with in full and when there are no more than nine shareholders. In other cases the full return should be used.

Company number

___|___|___|___|___|___
Please complete using black block capitals or typewriting Company name in full
Limited
Note one The return should be 14 days after the A.G.M. of the company Return made up to note one day of 19
Financial year note two from 19
Address of registered office
Note two Give the dates of the commencement and completion of the financial year of the accounts presented to the A.G.M.
Secretary
Surname note three Forename note three
Note three Insert full name (initials will not suffice) and usual residential address. Where all the partners in a firm are joint secretaries the name and principal office of the firm may be stated. Former surname note four Former forename note four
Home address note three Share Class note eight Number of shares
|
|
|
Capital Nominal Issued--Amounts
Note four Former forename or surname does not include the following: Paid up shares issued for cash £
Nominal share capital Considered paid on other shares £
In the case of a person usually known by a title different from his surname, the name by which he was known previous to the adoption of or succession to the title. £ Total         £
Issued--Numbers of Shares
Value per Consideration--note five
Class Number share All Cash Total Number
|£ |
In the case of any person, a former forename or surname where that forename or surname was changed or disused before the person bearing the name attained the age of 18 years or has been changed or disused or for a period of not less than 20 years: |£ |
|£ |
|£ |
Totals
Indebtedness Total amount of indebtedness of the company in respect of all mortgages and charges which are required to be registered with the Registrar of Companies under the Companies Acts or which would have been required to be registered if created after 1st July, 1908.
In the case of married woman, the name or surname by which she was known previous to her marriage. £
Note five Give the numbers of shares issues subject to payment wholly in cash under "All Cash" and shares issued for any other consideration under "Other" Presenter's Name Address
Telephone Number Reference
Directors (including shadow directors) and their ???????
Note Six Company name and number of bodies corporate, whether incorporated in the State or elsewhere, except for Surname note three Forename note three
Former surname note four Former forename note four
Business occupation Date of birth Day Month Year
Home address note three Nationality
Bodies of which the person has not been a director at any time during the past ten years Share class note eight Number of shares
|
|
Bodies of which the company is or was at the relevant time) a wholly owned subsidiary Other directorships note six Registered at note seven Company
number
|
Bodies which are (or were at the relevant time) wholly owned subsidiaries of the company |
|
Former surname note four Former forename note four
Note Eight When full particulars of past and present members have been given in a return for any of the 5 years preceding this return, only particulars relating to new members, persons who have ceased to be members and ???? transferred since that ??? ???? furnished. If full particulars are now given, specify under "Date of full listing" the date of the relevant annual return was made up to. Business Occupation Date of birth Day Month Year
Home address note three Nationality
Share class note eight Number of shares
|
|
Other directorships note six Registered at note seven Company number
|
|
|
Surname note three Forename note three
Former surname note four Former forename note four
Business Occupation Date of birth Day Month Year
Home address note three Nationality
Share class note eight Number of shares
|
|
Other directorships note six Registered at note seven Company number
|
|
|
Other shareholders note eight
Documents Annexed
Mark "X" in the box relative to each annexed document Name and address Share class Number of shares
Balance Sheet S. 128, Companies Act, 1963 (CA - '63); S. 7 and S. 18, Companies (Amendment) Act, 1986 CAA - '86)
Profit and Loss A/C S. 7 and S. 18, CAA - '86 Date of full listing note eight Day Month Year
Directors Report S. 128, CA - '63; S. 7 and S. 18, CAA - '86 Certification
We the undersigned hereby certify that
Auditors Report S. 128, CA - '63; S. 7 and S. 18, CAA - '86 1. this form contains the particulars in respect of the above named company as at the date up to which the return is made;
2. all share capital of the company was fully paid up on that date;
3. no shares were transferred since the date of the last return (or the date of incorporated if this is the first return);
Guarantee S. 17, CAA - '86 4. no shares were issued at a discount;
5. no premium was paid on any share;
Declaration S. 17, CAA - '86 6. no shares were forfeited;
7. no commission was paid in respect of any shares or debentures;
Notification to shareholders of Guarantee S. 17, CAA - '86 8. the registers of members/debentures holders/directors' service contracts and/or memoranda are kept at the registered office;
9. the company has not since the date of the last annual return (or the date of incorporation if this is the first return) issued any invitation to the public to subscribe for any shares or debentures in the company.
Note stating company has availed of exemptions in S. 17, CAA - '86 Signed
Annual Return Companies Acts 1963 to 1990 Registration fee stamp to be affixed above
Section 125 or 126, Companies Act, 1963 B1
Company number
__|__|__|__|__|__
Please complete using black block capitals or typewriting Company name in full
Limited
Return made up to note one day of 19
Financial year note two from to
Note one The date should be 14 days after the A.G.M. of the company. Address of registered office
Note two Give the dates of the commencement and completion of the financial year of the accounts presented to the A.G.M. Other Addresses Places where the register of members, register of debenture holders and directors' service contracts/memoranda are kept, if other than the registered office
Address Description of address
Note three Insert full name (initials will not suffice) and usual residential address. Where all the partners in a firm are joint secretaries the name and principal office of the firm may be stated |
|
|
|
|
|
Note four Former forename or surname does not include the following: |
Secretary
In the case of a person usually known by a title different from his surname, the name by which he was known previous to the adoption of or succession to the title; Surname note three Forename note three
Former surname(s) note four Former forename note four
Home address note three
In the case of any person, a former forename or surname where that forename or surname was changed or disused before the person bearing the name attained the age of 18 years or has been changed or disused for a period of not less than 20 years; Indebtedness Total amount of indebtedness of the company in respect of all mortgages and charges which are required to be registered with the Registrar of Companies under the Companies Acts or which would have been required to be registered if created after 1st July, 1908.
£
In the case of a married woman, the name or surname by which she was known previous to her marriage. Presenter's Name Address
Telephone Number Reference
Note five
Where appropriate references to shares will be taken as references to stock and references to numbers of shares as references to amount of stock Capital -- Nominal note five Nominal Share Capital £ £_____________________
Class Number Value Per share
| £ |
| £ |
| £ |
| £ |
| £ |
| £ |
Capital -- Issued Issued Amounts
Note six Total Issued Capital £___________ Paid up on shares issued for cash £
Give the total number of shares held by each member Considered paid on other shares £
Total calls unpaid £
Shares issued
Consideration -- all cash
Note seven applicable to private companies only.
Particulars of shares ???? since the date of the last return or, in the case of a first return, the date of incorporation, by persons who are still members and persons who have ceased to be members. Give the date of registration of each transfer and the number transferred on each date. Class Number Amount called up per share Amount paid per share Total amount paid
|£ |£ |£ |£
|£ |£ |£ |£
| |£ |£ |£
| |£ |£ |£
| |£ |£ |£
| |£ |£ |£
Note eight | |£ |£ |£
Name should be given in alphabetical order or an indix should be annexed. | |£ |£ |£
Totals |   (A) |£
Consideration -- not all cash
Class Number Amount called up per share Amount considered paid per share Total amount paid
| |£ |£ |£
| |£ |£ |£
| |£ |£ |£
| |£ |£ |£
| |£ |£ |£
| |£ |£ |£
| |£ |£ |£
| |£ |£ |£
Totals |        (B) |£
Total number of shares issued (A) and (B) This total must agree with the total number of shares held by existing members as stated in the "List of past and Present Members" section of the return
Other Share/Debenture Details Details of shares forfeited, shares/debentures issued at a discount, or on which a commission was paid including share class, number of shares and amounts in each case
List of persons holding shares on the 14th day after the annual general meeting for19____, and of persons who have held shares therein at any time since the date of the last return, or in the case of the first return, the date of the incorporation of the company
Share Class Numbers Held note six Numbers Transferred and Date note seven Particulars of Transferee
Name notes three and eight | | | |
Address notes three and eight | | | |
| | | |
Folio No. | | | |
Name notes three and eight | | | |
Address | | | |
| | | |
Folio No. | | | |
Name notes three and eight | | | |
Address | | | |
| | | |
Folio No. | | | |
Name notes three and eight | | | |
Address | | | |
| | | |
| | | |
Name notes three and eight | | | |
Address notes three and eight | | | |
| | | |
Folio No. | | | |
Name notes three and eight | | | |
Address | | | |
| | | |
Folio No. | | | |
Name notes three and eight | | | |
Address | | | |
| | | |
Folio No. | | | |
Name notes three and eight | | | |
Address | | | |
| | | |
| | | |
Name notes three and eight | | | |
Address notes three and eight | | | |
| | | |
Folio No. | | | |
Name notes three and eight | | | |
Address | | | |
| | | |
Folio No. | | | |
Name notes three and eight | | | |
Address | | | |
| | | |
Folio No. | | | |
Total number of shares held must agree with the total number of issued shares given in the "Shares Issued" section of the return
Total number held note ten
Earlier full listing When full particulars of past and present members have been given in a return for any of the 5 years preceding this return, only particulars relating to new members, persons who have ceased to be members and shares transferred since that date need be furnished. If full particulars are not now given, specify the date the relevant annual return was made up to.
Return made up to note one day of   19
Note nine Company name and number of other bodies corporate, whether incorporated in the State or elsewhere, except for Surname note three Forename note three
Former Surname note four Former Forename note four
Business occupation Date of birth: Day    Month    Year
Bodies of which the person has not been a director at any time during the past ten years
Home address note three Nationality
Bodies of which the company is or was at the relevant time a wholly owned subsidiary
Other directorships note nine Registered at note ten Company number
|
Bodies which are (or were at the relevant time wholly owned subsidiaries of the company | |
Note ten Surname note three Forname note three
Place of incorporation if outside the State Former Surname note four Former Forename note four
Business occupation Date of birth: Day   Month  Year
Home address note three Nationality
Note eleven mark "X" in the relevant box(es)
Other directorships note nine Registered at note ten Company number
|
|
Documents Annexed note eleven Surname note three Forename note three
Mark "X" in the box relative to each annexed document Former Surname note four Former Forename note four
Balance Sheet   □ S. 128, Companies Act, 1963 (CA -- '63): S. 7 and S. 18, Companies (Amendment) Act, 1986 CAA -- '86) Business occupation Date of birth: Day    Month  Year
Home address note three Nationality
Profit and Loss    □
A/C S. 7 and S. 18, CAA -- '86
Directors Report    □
S. 128, CA -- 63: S. 7 and S. 18, CAA -- '86 Other directorships note nine Registered at note ten Company number
|
Auditors Report    □ |
S. 128, CA -- '63; S. 7 and S. 18, CAA -- '86
Guarantee       □
S. 17, CAA -- '86
Declaration ..      □ Surname note three Forename note three
S. 17, CAA -- ''86
Notification to shareholders of Guarantee S. 17, CAA -- '86 Former Surname note four Former Forename note four
Business occupation Date of birth: Day   Month   Year
Note stating      □ company has availed of exemptions in S. 17, CAA -- '86 Home address note three Nationality
Other directorships note nine Registered at note ten Company number
|
|
|
We hereby certify that this form contains the particulars in respect of the company as at the date up to which the return is made and that note eleven
The Company is not a private company □
The Company is a private company and has not since the date of the last annual return (or the date of incorporation if this is the first return) issued any invitation to the public to subscribe for any shares or debentures in the company March 19, 1999
The Company is a private company with more than 50 members. The excess of the number of members over 50 consists wholly of persons who, under section 33 (1) (+b) of the Companies Act, 1963 , are not to be included in reckoning the number of 50 □

Signed

_________________________________________   ___________________________________

Director                   Secretary

GIVEN under my Official Seal, this 26th day of June, 1991.

DESMOND O'MALLEY,

Minister for Industry and Commerce.

EXPLANATORY NOTE.

The purpose of this Order is to prescribe forms to be used for the purposes of certain sections of the Companies Acts, 1963 to 1990.

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URL: http://www.bailii.org/ie/legis/num_reg/1991/0161.html