Company Law Groups

What is a holding company?

A company that owns shares in other companies to control them.

What does CLRG stand for?

Company Law Review Group.

Name a key aspect of Alphabet Inc.'s structure.

It has around 40 subsidiaries under its holding company.

What is the significance of the date June 12, 2015, in relation to Clerys Department Store?

The employees were informed of the store closure.

How many jobs were lost due to Clerys Department Store closure?

460 jobs.

What are unsecured creditors?

Creditors that have no legal claim to specific assets or collateral.

What was a major concern raised by Minister Bruton regarding limited liability?

That it may be used to avoid obligations to employees and unsecured creditors.

What does S. 599 of the Companies Act deal with?

It provides for contribution orders in the context of company liquidation.

What is one outcome of a contribution order?

It allows for financial support from a related solvent company to aid a liquidating company.

What does S. 600 of the Companies Act cover?

It provides for pooling orders between related companies in liquidation.

What critical issue did the 2017 CLRG Report address?

Protection of employees and unsecured creditors.

What happened to OCS Operations on June 12, 2015?

It was put into liquidation.

What are pooling orders?

Orders that allow financial resources to be pooled between two related companies in liquidation.

What can trigger a contribution order according to S. 599?

If deemed 'just and equitable' by the court.

What is a key question concerning the restructuring of Clerys?

Is it permissible for profitable parts to be separated from unprofitable parts?

What case addressed the lifting of the corporate veil?

The State (McInerney) v DCC (1985).

What is the main focus of Adams v Cape Industries plc?

It addresses the concept of corporate personality and veil lifting.

What does the corporate veil refer to?

The legal distinction between a company and its shareholders.

What was a significant legal consideration regarding directors' duties discussed in the 2021 CLRG Report?

Strengthening obligations towards a company’s employees.

How did the case D.H.N. Ltd. v. Tower Hamlet Borough Council influence business structures?

It highlighted commercial realities impacting corporate grouping.

Which company leased intellectual property to its subsidiaries?

Google Ireland.

What was found in the investigation into Clerys according to the CLRG Report?

No change to directors’ duties was recommended.

What economic environment influenced the legal changes regarding corporate liability?

The political and industrial climate of high unemployment.

What is the context behind the restructuring request addressed to the CLRG?

The closure and liquidation of Clerys Department Store.

What was a consequence for employees as described in the 2017 report?

Loss of jobs due to abrupt store closure.

What controversial practice did the 2021 report address regarding connected parties?

Sales to connected parties following insolvency.

What question arises from corporate restructuring cases like Clerys?

The separation of profitable and unprofitable business units.

How many documents containing requests were presented to the CLRG following the Clerys incident?

One substantial document outlining concerns.

What’s one argument made against lifting the corporate veil?

It should not be at the whim of the parent or group.

What is the primary focus of the Companies Act 2014 as it relates to corporate groups?

Regulating treatment of creditors in the context of insolvency.

Who bought OCS Holdings, leading to its operational changes?

Natrium Joint Venture.

What was the primary concern around the legislative measures discussed in the CLRG reports?

Protecting employee rights in corporate insolvencies.

What can be a possible outcome of a pooling order?

Simplified financial resolution for two liquidating companies.

What does the 2017 CLRG Report recommend for company directors?

They should have strengthened obligations to their employees.

What are some potential impacts of the restructuring on creditors?

Increased rights for creditors and judicial power.

What is the significance of the term 'just and equitable' in S. 599?

It is a criterion for making contribution orders.

What distinct role did Google LLC play within Alphabet Inc.?

It is a core operating unit of Alphabet managing multiple services.

What does the company's corporate veil protect?

It protects shareholders from personal liability for company debts.

In what year was the review request made to the CLRG?

2020.

What did the government’s inquiry into Clerys address?

Protection of creditors' rights in company law.

What critical changes were delayed due to the emphasis on economic factors?

Changes to the Companies legislation.

Which statute was most discussed during the CLRG's inquiries?

Companies Act 2014.

What happened to the building occupied by Clerys in 2018?

It was sold for Euro 63 million.

What strategic business decision did Debenhams undertake amidst financial issues?

Appointment of administrators and liquidation.

What significant factor affected many retailers during 2020?

The Covid-19 pandemic.

What happens when a company enters liquidation?

Its assets are sold off to pay creditors.

What degree of group control was established in Power Supermarkets Ltd. v Crumlin Investments Ltd?

High degree of control indicating potential veil lifting.

Why might pooling orders be more commonly granted than contribution orders?

Less contentious and supported by liquidators.