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No.14 Pre-merger Certificate (Formation of European Public Limited Liability Company by Merger)

Form No.14 Pre‑merger Certificate is issued by the Courts Service of Ireland for companies that intend to form a European Public Limited Liability Company (SE) by merger. It is required before the merger can be registered with the Companies Registration Office.

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Form Overview

No.14 Pre-merger Certificate (Formation of European Public Limited Liability Company by Merger)

Form No.14 Pre‑merger Certificate is issued by the Courts Service of Ireland for companies that intend to form a European Public Limited Liability Company (SE) by merger. It is required before the merger can be registered with the Companies Registration Office.

It captures details of the merging companies, the proposed SE, and declarations that statutory procedures (e.g., special resolutions, creditor notices) have been complied with.

Risk Radar

  • The most common mistake is filing the form before all creditor protection steps are completed.
  • Submitting before creditor notices are fully served
  • Leaving out required supporting documents
  • Incorrect company registration numbers
  • Failing to obtain the certificate before CRO filing

Plain English

If you are merging Irish companies to create an SE, you need a court‑issued certificate confirming the merger meets legal requirements. This form asks the court to check the paperwork and give you the go‑ahead before you file with the CRO.

Submission Date

  • The certificate must be obtained before the merger filing deadline set by the Companies Registration Office, usually within 30 days of passing the special resolutions.
  • Preparation window: collect IDs, supporting records, and signatures in advance.
  • Final review: verify names, dates, and required fields before submission.

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Glossary Terms

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What this form is for

  • When forming an SE by merger of Irish companies
  • When a court‑issued pre‑merger certificate is required by law
  • Instead of a standard merger certificate for Irish companies only
  • When you need to demonstrate compliance with EU SE regulations
  • If the merger involves cross‑border entities within the EU

Use this form or another form?

SituationLikely formWhy it mattersCheck before you continue
Merger of Irish companies onlyForm No.9 (Merger Certificate)Only Irish law applies, no SE requirementsVerify the structure of the merger
Cross‑border merger without SE formationForm No.13 (Cross‑border Merger Certificate)Different procedural rulesConfirm EU member state requirements
Conversion of a company into an SEForm No.15 (Conversion Certificate)No merger, just conversionCheck conversion eligibility

Deadline or filing window

The certificate must be obtained before the merger filing deadline set by the Companies Registration Office, usually within 30 days of passing the special resolutions.

Before you submit

  • All directors have signed the form
  • Company registration numbers are correct
  • Special resolution copies attached
  • Evidence of creditor notice service attached
  • Draft SE constitution attached
  • Filing fee paid or evidence of payment included
  • Correct court jurisdiction selected
  • Form completed in full, no blank fields

How to file this form

  1. 1Prepare all required documents
  2. 2Complete Form No.14 on paper or via e‑filing
  3. 3Attach supporting documents in the order required
  4. 4Pay the applicable court filing fee
  5. 5Submit to the relevant District or High Court
  6. 6Obtain the written pre‑merger certificate
  7. 7Proceed to lodge the merger with the CRO

Known limitations

  • Form does not cover cross‑border mergers that are not SE formations
  • Only accepts Irish‑registered companies as merging parties
  • Electronic submission may not be available in all courts
  • No guidance on fee exemptions within the form itself

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Current Form Status

Form No.14 is currently the active version for SE mergers; no recent amendments have been published as of 2024.

Agency: Courts Service of Ireland

What changed or needs a fresh check

  • Confirm the form number is No.14 (Pre‑merger Certificate)
  • Check that the court fee schedule is up to date
  • Verify that the required supporting documents list matches the latest guidance
  • Ensure any electronic filing options are still available

Quick Facts

The directors of the Irish companies that will merge into the SE must apply for this certificate.
It captures details of the merging companies, the proposed SE, and declarations that statutory procedures (e.g., special resolutions, creditor notices) have been complied with.
The certificate must be obtained before the merger is lodged with the CRO, typically after the special resolutions are passed and any creditor protection steps are completed.
Submit the completed form to the relevant District Court (or the High Court) either in person, by post, or via the Courts Service’s e‑filing portal where available.
Without a valid pre‑merger certificate the CRO will reject the merger filing, causing delays and possible penalties for non‑compliance with European Company Law.
1. Gather the special resolution copies, creditor notice evidence, and the draft SE constitution. 2. Complete Form No.14 with company names, registration numbers, and merger details. 3. Attach the supporting documents and sign as required by the directors. 4. File the form with the appropriate court and pay any filing fee. 5. Await the court’s written certificate before proceeding to the CRO.

Form Details

Agency
Courts Service of Ireland
Revision Date
28/01/26

No.14 Pre-merger Certificate (Formation of European Public Limited Liability Company by Merger)

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After you file

  • Receive the court’s written certificate
  • Check the certificate details for accuracy
  • File the merger documents with the CRO within the allowed window
  • Update the company register and notify the Revenue
  • Archive the certificate and supporting paperwork

Source and verification log

  • Form title and number from Courts Service of Ireland listings
  • Purpose inferred from name (Pre‑merger Certificate for SE formation)
  • Filing venue (District/High Court) typical for court certificates – not confirmed in official source
  • Fee requirement assumed from standard court practice – not confirmed in official source
  • Electronic filing option based on Courts Service e‑filing platform – not confirmed in official source
  • Deadline guidance derived from CRO merger filing rules – not confirmed in official source

Common confusion points

6 things to watch for

  • 1

    Mixing up Form No.14 with the standard merger certificate (Form No.9)

  • 2

    Unclear whether the High Court or District Court is the correct venue

  • 3

    Uncertainty about what qualifies as sufficient creditor notice evidence

  • 4

    Whether electronic signatures are accepted on the form

  • 5

    How to calculate the court filing fee

  • 6

    Timing of the certificate relative to CRO filing

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