Ireland: Shareholders

This legislative update examines Ireland's Autumn 2026 legislative agenda, including reforms to director address disclosure and cooperative societies law, while analyzing key governance trends from the UK proxy season and the European Commission's corporate law harmonization priorities. The analysis explores shareholder activism, board diversity expectations, and the EU's ambitious "EU Inc." framework aimed at creating unified company law across Member States.

The Irish High Court has ruled that shareholders no longer have an automatic right to access a company's privileged legal advice, abolishing the shareholder rule that previously allowed such disclosure. This landmark decision aligns Irish law with recent developments in England, Wales, and Bermuda, fundamentally reshaping the relationship between corporate privilege and shareholder information rights.

The Irish High Court has addressed a fundamental question about legal advice privilege in corporate law: can a company assert privilege against its own shareholders? This decision examines the controversial 'shareholder rule' and its compatibility with the principle of separate legal personality established in Salomon v Salomon, following the Privy Council's recent rejection of this rule in England and Wales.

On 2 June 2025, the European Commission imposed fines totalling €329 million on Delivery Hero and Glovo for their participation in a four-year cartel in the online food delivery sector.

The Shareholder Rule, which had been applied in England and Wales for over 100 years, has been abolished by the Privy Council.

Over the years, Dillon Eustace has been involved in a significant number of UCITS mergers, both domestic and on a cross-border basis.

On 18 November 2024, ISS launched a consultation on its 2025 voting policies which will apply from 1 February 2025.

On 15 November 2024, Glass Lewis (GL) published its 2025 Benchmark Policy Guidelines for the UK and for Shareholder Proposals & ESG-Related Issues.

A new Companies Act, namely the Companies (Corporate Governance, Enforcement and Regulatory Provisions) Act 2024 (the "Act") was signed into law by President Higgins this month...