Company Law and Equity Flashcards

What is the winding up of a company in Irish law and what are the main types?

Answer: Winding up is the process of dissolving a company — types include: voluntary winding up (members' voluntary or creditors' voluntary) and compulsory winding up by court order, resulting in the company's assets being collected and distributed before it is struck off

Under the Companies Act 2014: Members' Voluntary Winding Up (solvent companies, declaration of solvency); Creditors' Voluntary Winding Up (insolvent, creditors control the process); Court Winding Up (on petition, typically for insolvency, just and equitable grounds, or public interest).

What is examinership under Irish company law and how does it differ from liquidation?

Answer: Examinership (Part 10 Companies Act 2014) is a court process that protects an insolvent but potentially viable company from creditors while a scheme of arrangement is formulated — unlike liquidation it does not end the company but restructures it

Examinership provides court protection for up to 100 days while an examiner formulates a rescue scheme. It differs from liquidation fundamentally — the goal is survival, not dissolution. The scheme must be approved by a majority of creditor classes and the court.

What is the maxim 'equity will not permit a statute to be used as an instrument of fraud'?

Answer: Where strict application of a statutory formality requirement would allow a party to benefit from their own fraud or unconscionable conduct, equity will intervene to prevent the statute being used as a cloak for fraud — e.g. in cases of part performance for land contracts

The classic application is the Statute of Frauds — equity will not allow a party who has allowed another to act to their detriment in reliance on an oral agreement for land to then use the Statute to escape the agreement. Part performance and proprietary estoppel are the main tools.

What is the role of evidence in the FE-1 subject of Evidence, and what is the best evidence rule?

Answer: The best evidence rule traditionally required production of the original document to prove its contents — in modern Irish practice, photocopies and secondary evidence are generally admissible, though courts prefer original documents where available

The best evidence rule, in its traditional form, required the production of an original document. Modern Irish evidence law (and the Civil Evidence Act principles applied) is more flexible — secondary evidence is admissible when original production is not reasonably possible, subject to explanation.

What is legal professional privilege in Irish evidence law?

Answer: Communications between a lawyer and client made for the purpose of giving or obtaining legal advice are privileged — they cannot be compelled to be disclosed in litigation, subject to the crime/fraud exception

Legal professional privilege in Ireland protects confidential communications between lawyer and client (legal advice privilege) and communications made for the dominant purpose of litigation (litigation privilege). The crime/fraud exception removes privilege from communications that facilitate wrongdoing.

What is the hearsay rule in Irish evidence law and what are its principal exceptions?

Answer: Hearsay is an out-of-court statement tendered to prove the truth of its contents — it is generally inadmissible. Exceptions include: dying declarations, res gestae, admissions, business records, and statutory exceptions under the Criminal Evidence Act 1992

The hearsay rule excludes out-of-court statements where the purpose is to prove the truth of their contents, because the original maker cannot be cross-examined. Irish law (particularly the Criminal Evidence Act 1992 for criminal cases) has many statutory exceptions including documentary evidence and business records.