Companies Act 2014 section 1364

Certain agreements void

Section 1364 renders void any condition in an agreement that requires an applicant for securities to waive compliance with prospectus requirements, or that purports to fix the applicant with notice of undisclosed matters.

• Any condition requiring an applicant for securities to waive compliance with Irish or EU prospectus law is automatically void
• Any clause purporting to bind an applicant with knowledge of contracts, documents or matters not specifically referred to in the prospectus is also void where EU prospectus law applies
• These protections apply under both current prospectus law and prospectus law as it stood on the relevant date (being the commencement date of section 23 of the Finance (Tax Appeals and Prospectus Regulation) Act 2019)
• The provision ensures that investors applying for securities cannot be contractually deprived of the protections afforded by prospectus legislation