01. How will I know when Irish Company Law is being broken?

Our Information Booklets outline some of the basic company law responsibilities of companies and company officers, such as directors, company secretaries, auditors, liquidators and receivers. If you believe that one or more of these obligations are being breached, you should notify the ODCE on the prescribed Complaints Form and provide documentary evidence to support your concerns

02. How do I make a complaint about a breach of the Companies Act?

A complaint should be submitted on a formal Complaint Form which is available on the "Form and Procedures" section of this website. This Form, which is in PDF format, can be downloaded directly from this website. Alternatively, a form can be posted out to you on request by calling the Office at 01-858 5800 (Locall 1890 315 015).

The Form should be completed providing as much detail as possible and clearly identifying the breach of company law. The completed form and all supporting documentary evidence should be sent to ODCE at the postal address below:                

Enforcement Unit
Office of the Director of Corporate Enforcement
16 Parnell Square
Dublin 1                                                                                                                                                                                               D
01 W5C2

03. What will the ODCE do with my complaint?

We will carry out a desk top evaluation on the information supplied and where necessary investigations further.  If further action is deemed appropriate, we will try to remedy or sanction the deficiency, including by way of court proceedings.

04. If I complain, will the ODCE require my assistance?

Yes. It is possible that you may be asked to clarify the information you have given us or supply additional information or documentation to support our enquiries.

05. Will the ODCE take on a case on my behalf?

The ODCE will examine all complaints it receives about suspected breaches of the Companies Act by a company or one of its directors/agents. Where a breach of Company Law has been clearly established, the ODCE will take action as appropriate. This may include the prosecution of a case through the Courts.

However, there are many cases where complainants will have a legal right of civil action against a company or other party with whom he/she is in dispute. Where such action offers a sufficient remedy to the complaint, the ODCE may not regard the issue as a matter of public interest warranting its intervention.

06. Can I monitor the progress of a complaint?

Not usually. Unless we require you to assist us with examining a complaint or in preparing for any subsequent court proceedings, you will not be informed of the progress of any complaint unless and until the matter has come before the courts.

07. How do I obtain a copy of an ODCE decision on a complaint?

In many cases, decisions by the Director and his staff relating, for instance, to individual cases of suspected misconduct under the Companies Acts are unlikely to be made known except as part of a subsequent initiation of court proceedings. This arises because of the confidentiality provisions under which the Director and his staff operate. These are designed to safeguard the Director's ability to undertake investigations and collect related evidence in support of his statutory duties.

08. Does the ODCE always act on complaints it receives?

No. Circumstances where the ODCE may decide that it should not get involved include:

- where the complainant has a legal right of civil action against the company or other party with whom he/she is in dispute and where this will be a sufficient remedy;

- where no breach of the Companies Act is indicated. If however a breach of other legislation is suggested, we may refer the complaint to the relevant authorities (e.g., the Garda Síochána in cases of possible fraud, the Revenue Commissioners for suspected tax offences, the Competition and Consumer Protection Authority if a breach of competition law is indicated, etc.);

- where the ODCE lacks the legal powers to intervene effectively.

09. Do I have a right to pursue a private action whether or not I have lodged a complaint?

Yes. A complainant has the right to pursue a private action against a company or a person associated with a company whether or not he/she has lodged a complaint to the ODCE. On the question of whether or not you should exercise this right, having regard to your particular circumstances, you should take legal advice before making your decision.

10. Will the ODCE advise me as to my chance of success if I decide to take a private action?

No. The ODCE does not offer advice to complainants as to whether or not they have a cause of action under the Companies Act. You should not treat making a complaint to the Office as a substitute for considering or pursuing any private remedies, which may be open to you.

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