Corporate and Commercial Law


We provide corporate and commercial law and regulatory advice and drafting to a range of regulated financial services companies, international companies, SMEs, and entrepreneurs. We have detailed industry experience on specific sectors, including Financial Services, Fintech, Medtech and complex internet agreements including online banking.

Our Corporate lawyers have advised on numerous high profile transactions over the years and members of the team have also worked abroad for blue chip international law firms. We provide advice and drafting on:

  • Agency, Channel partner and Distribution agreements. As more and more distribution is internet related, we have developed know how specifically related to internet related distribution
  • Asset Sale Agreements, their structuring and drafting
  • Company Secretarial and compliance, including the qualifications, rights and duties of a company secretary, the filing requirements, providing all necessary drafting and filing in the Companies Registration Office
  • Companies Act 2014 advice including on the structuring and formation of LTDs, DACs, CLGs, Unlimited Companies and Public Companies
  • Competition Law particularly as it impacts vertical distribution, and technology transfer as each have evolved in a dispersed internet environment
  • Consumer Credit Agreements, including hire purchase agreements and restrictions on repossession, loan agreements, and all regulatory aspects of each, including the requirements for advertising credit, the validity and enforceability of loan agreements
  • Corporate Reorganisation and Restructuring, including share for share swaps and share for undertaking swaps, and compliance with the Companies Act 2014, the SDCA 1999 and the TCA 1997 as amended
  • Cross Border Mergers for limited liability companies under the Companies Act 2014 and related EU Regulations including where necessary, preparing and making the necessary court application to give effect to a merger application
  • Debt Equity Swaps, the due diligence required, and their structuring and implementation
  • Directors Statutory Duties and responsibilities, what are they and providing advice and assistance on compliance with each
  • Employee Share and Share option schemes, their structuring and drafting
  • Foreign Direct Investment, including incorporation in Ireland, establishing an Irish holding company, passporting into England, registrations required with Revenue
  • Franchise agreements; including internet franchises
  • Gaming and Lotteries, providing advice on the current law and how it is likely to evolve
  • Healthcare, including regulatory requirements for type approval, WEEE and ROHS Regulations compliance, authorisations for Primary Health Care Centres, for Hospitals, the sale online of Vitamins, Health Products, and Pharmaceuticals, the distribution of Pharmaceuticals, and Testing Devices and providing access online to Healthcare Information and Diagnostic Services
  • International Sales of Goods and Services cross border, including structuring contracts for sale of goods and services in light of Irish and EU legislation, INCO and other terms, providing advice on securing payment, structuring bills of exchange, proper law and jurisdiction, regulatory compliance advice, advice on customs and excise duties
  • Investment Agreements, their structuring and drafting with Angel Investors, Private Investors, VCs, Founders, Enterprise Ireland and others
  • Joint Ventures and Partnerships, advising on and their structuring
  • Licensing and Distribution of Enterprise Software, Mobile Apps and Software electrically programmed onto an IC
  • Manufacturing Agreements for products including semi-conductor products
  • Members of Companies, their rights and obligations under the Companies Act 2014 and EU Regulations
  • Mergers and Acquisitions by way of shares or assets
  • Merger Control, regulatory advice under Irish and EU law
  • Outsourcing Agreements for services, including TUPE aspects, Managed Services Agreements, ASP agreements, in each case their structuring and drafting
  • Pensions including small self-administered pension schemes, regulatory advice and drafting
  • Private Equity and Venture Capital, passporting into Ireland, Irish corporate vehicles appropriate for each
  • Public Procurement Law and advice, particularly for SMEs
  • Redomicile provisions/Migration for Funds from other jurisdictions
  • Sale and Purchase of dental practices
  • Shareholders Agreements, their structuring and drafting
  • Shares and Share Option schemes, Put Options, Call Options, the provision of regulatory advice and drafting
  • Services Supply agreements for Cloud Services, IT Services, SaaS services, PaaS services, SLAs
  • Tax Migration to Ireland from other countries

Related Insights - News & Publications

Review of Time Limits on Tax Avoidance Matters

12 April 2017 by Robert F. Browne, Partner and Ciara Meskell, Solicitor

The Supreme Court delivered a decision in the case of Droog v Revenue Commissioners on 6th October 2016, and held that the 4 year time limits for the process of Revenue “forming an opinion” under Section 811 of the Taxes Consolidation Act 1997 applied.

General Data Protection Regulation Guidelines

12 December 2016 by McKeever Solicitors and Robert F. Browne, Partner

The Office of the Data Protection Commissioner (DPC) has just released a guidance note on the General Data Protection Regulation (the GDPR). This is the first in a series to assist organisations in their preparations towards full compliance with the GDPR when it comes into force on 25 May 2018.

Proper regulation of the processing of personal data is intended to help to bridge the so-called ‘trust gap’ between business and the consumer who entrusts personal data to it, with a resultant increase in electronic commerce as well as consumer business.

The Companies Act 2014

20 February 2015 by Paul Foley, Partner and Andrew Clarke, Solicitor

The Act will commence 1st June 2015. It is generally pro business, deregulatory and will cut compliance costs in the long term.

There will however be costs to companies to adopt their documentation to the new regime in the short term.

Key Contacts
Paul Foley
Partner

IFSC, Dublin
Paul practises both English and Irish law and specialises in cross border financial services law, online trade and internet law.

T: +353 (0) 1 670 2990

F: +353 (0) 1 670 2988

E: pfoley@mckr.ie

Andrew Clarke
Solicitor

IFSC, Dublin
Andrew also advises on corporate structures, mergers and acquisitions, particularly in the Charity sector, company law compliance and corporate governance.

T: +353 (0) 1 670 2990

F: +353 (0) 1 670 2988

E: aclarke@mckr.ie



Corporate and Commercial Law


We provide corporate and commercial law and regulatory advice and drafting to a range of regulated financial services companies, international companies, SMEs, and entrepreneurs. We have detailed industry experience on specific sectors, including Financial Services, Fintech, Medtech and complex internet agreements including online banking.

Our Corporate lawyers have advised on numerous high profile transactions over the years and members of the team have also worked abroad for blue chip international law firms. We provide advice and drafting on:

  • Agency, Channel partner and Distribution agreements. As more and more distribution is internet related, we have developed know how specifically related to internet related distribution
  • Asset Sale Agreements, their structuring and drafting
  • Company Secretarial and compliance, including the qualifications, rights and duties of a company secretary, the filing requirements, providing all necessary drafting and filing in the Companies Registration Office
  • Companies Act 2014 advice including on the structuring and formation of LTDs, DACs, CLGs, Unlimited Companies and Public Companies
  • Competition Law particularly as it impacts vertical distribution, and technology transfer as each have evolved in a dispersed internet environment
  • Consumer Credit Agreements, including hire purchase agreements and restrictions on repossession, loan agreements, and all regulatory aspects of each, including the requirements for advertising credit, the validity and enforceability of loan agreements
  • Corporate Reorganisation and Restructuring, including share for share swaps and share for undertaking swaps, and compliance with the Companies Act 2014, the SDCA 1999 and the TCA 1997 as amended
  • Cross Border Mergers for limited liability companies under the Companies Act 2014 and related EU Regulations including where necessary, preparing and making the necessary court application to give effect to a merger application
  • Debt Equity Swaps, the due diligence required, and their structuring and implementation
  • Directors Statutory Duties and responsibilities, what are they and providing advice and assistance on compliance with each
  • Employee Share and Share option schemes, their structuring and drafting
  • Foreign Direct Investment, including incorporation in Ireland, establishing an Irish holding company, passporting into England, registrations required with Revenue
  • Franchise agreements; including internet franchises
  • Gaming and Lotteries, providing advice on the current law and how it is likely to evolve
  • Healthcare, including regulatory requirements for type approval, WEEE and ROHS Regulations compliance, authorisations for Primary Health Care Centres, for Hospitals, the sale online of Vitamins, Health Products, and Pharmaceuticals, the distribution of Pharmaceuticals, and Testing Devices and providing access online to Healthcare Information and Diagnostic Services
  • International Sales of Goods and Services cross border, including structuring contracts for sale of goods and services in light of Irish and EU legislation, INCO and other terms, providing advice on securing payment, structuring bills of exchange, proper law and jurisdiction, regulatory compliance advice, advice on customs and excise duties
  • Investment Agreements, their structuring and drafting with Angel Investors, Private Investors, VCs, Founders, Enterprise Ireland and others
  • Joint Ventures and Partnerships, advising on and their structuring
  • Licensing and Distribution of Enterprise Software, Mobile Apps and Software electrically programmed onto an IC
  • Manufacturing Agreements for products including semi-conductor products
  • Members of Companies, their rights and obligations under the Companies Act 2014 and EU Regulations
  • Mergers and Acquisitions by way of shares or assets
  • Merger Control, regulatory advice under Irish and EU law
  • Outsourcing Agreements for services, including TUPE aspects, Managed Services Agreements, ASP agreements, in each case their structuring and drafting
  • Pensions including small self-administered pension schemes, regulatory advice and drafting
  • Private Equity and Venture Capital, passporting into Ireland, Irish corporate vehicles appropriate for each
  • Public Procurement Law and advice, particularly for SMEs
  • Redomicile provisions/Migration for Funds from other jurisdictions
  • Sale and Purchase of dental practices
  • Shareholders Agreements, their structuring and drafting
  • Shares and Share Option schemes, Put Options, Call Options, the provision of regulatory advice and drafting
  • Services Supply agreements for Cloud Services, IT Services, SaaS services, PaaS services, SLAs
  • Tax Migration to Ireland from other countries

Related Insights -
News & Publications

Review of Time Limits on Tax Avoidance Matters

12 April 2017 by Robert F. Browne, Partner and Ciara Meskell, Solicitor


The Supreme Court delivered a decision in the case of Droog v Revenue Commissioners on 6th October 2016, and held that the 4 year time limits for the process of Revenue “forming an opinion” under Section 811 of the Taxes Consolidation Act 1997 applied.

General Data Protection Regulation Guidelines

12 December 2016 by McKeever Solicitors and Robert F. Browne, Partner


The Office of the Data Protection Commissioner (DPC) has just released a guidance note on the General Data Protection Regulation (the GDPR). This is the first in a series to assist organisations in their preparations towards full compliance with the GDPR when it comes into force on 25 May 2018.

Proper regulation of the processing of personal data is intended to help to bridge the so-called ‘trust gap’ between business and the consumer who entrusts personal data to it, with a resultant increase in electronic commerce as well as consumer business.

The Companies Act 2014

20 February 2015 by Paul Foley, Partner and Andrew Clarke, Solicitor


The Act will commence 1st June 2015. It is generally pro business, deregulatory and will cut compliance costs in the long term.

There will however be costs to companies to adopt their documentation to the new regime in the short term.

Key Contacts
Paul Foley

Partner

IFSC, Dublin
Paul practises both English and Irish law and specialises in cross border financial services law, online trade and internet law.

Tel: +353 (0) 1 670 2990

Fax: +353 (0) 1 670 2988

Email: pfoley@mckr.ie

Andrew Clarke

Solicitor

IFSC, Dublin
Andrew also advises on corporate structures, mergers and acquisitions, particularly in the Charity sector, company law compliance and corporate governance.

Tel: +353 (0) 1 670 2990

Fax: +353 (0) 1 670 2988

Email: aclarke@mckr.ie