private company limited by shares (ltd.)
Due to its simplified corporate governance and its low share capital requirements, the ltd. is the most popular legal form for start-ups in Irland.
Participation in the Board of Directors is not permitted for PE/VC Funds. Instead, the investment may, subject to certain contractual conditions, be supervised by granting an observer seat status.
The ltd. is organized as a monistic entity. A Board of Directors manages the ltd. The Board of Directors is divided into executive and non-executive directors. There is no separate supervisory body. However, investors can be granted observer seat status by contract. The observer may attend meetings of the management but is not entitled to vote.
A PE/VC Fund can in principle accept an observer seat, whereby the contractual structure is decisive in the individual case. The observer may not exercise any influence on the management decisions.
A direct participation in the Board of Directors is not permitted.
Public company limited by shares (plc.)
In preparation for a trade sale or IPO, a conversion into a plc. can take place. For start-ups, however, this occurs not often.
Participation in the Board of Directors is not permitted for PE/VC Funds. Instead, the investment may, subject to certain contractual conditions, be supervised by granting an observer seat status.
See ltd.
See ltd.
The information in our toolbox provides managers of private equity or venture capital funds with an initial overview of certain framework conditions in the respective country. It does not provide advice on the law of any country, neither does it substitute such advice. Before taking over a board seat in a portfolio company, it is at all times necessary to seek expert advice. Our team is happy to assist you with all questions at any time.
In collaboration with: Mason Hayes & Curran
Sources: Wegen/Spahlinger/Barth, Gesellschaftsrecht des Auslands 2. EL Januar 2018
