IRELAND Trends and Developments Contributed by: Deborah Kelly, Joseph O’Rourke, Lorna Osborne and Paul Martin, Addleshaw Goddard
Key Regulatory Developments Impacting M&A Foreign direct investment (FDI) screening One of the most significant legal developments has been the introduction of Ireland’s new FDI screening regime under the Screening of Third Country Transactions Act 2023 ( “FDI Act” ). The legislation aligns Ireland with EU-wide measures aimed at assessing foreign investments in sec - tors deemed critical to security or public order of the State. The FDI Act introduces a manda - tory notification regime if the necessary criteria are met. Screenings by the Minister for Enter - prise, Trade and Employment could take up to 90 days, thereby impacting deal timelines. Non- notifiable transactions may also be subject to a post completion “call-in” risk if they raise poten - tial public order or national security concerns. The time period for the post-completion “call-in” is about 15 months prior to the introduction of the regime. While the impact on overall deal volume has been limited, transactions involving sensitive industries – such as technology, energy and tel - ecommunications – have faced increased regu - latory scrutiny. Investors have had to account for longer approval timelines, particularly for deals involving non-EU entities. Changes introduced to the Companies Act 2014 The commencement of the Companies Act (Cor - porate Governance, Enforcement and Regulato - ry Provisions) Act 2024 in December 2024 (which amended the Companies Act 2014) brought about significant changes in the way in which Irish companies are governed and managed. While not all of the changes are currently effec - tive, a key change is in relation to Irish mergers. For mergers by absorption, the amended Act now clarifies that provided a group of subsidi -
strategies have been particularly prominent in sectors such as healthcare, professional ser - vices and technology. While economic headwinds have resulted in more cautious deal structuring, private equity firms have leveraged their flexibility to navigate valuation uncertainties. Minority investments and co-investment structures have become more common, allowing funds to participate in high-value transactions while managing risk exposure. Technological disruption and digital transformation Technological advancements and digital trans - formation initiatives are playing a pivotal role in driving M&A activity in Ireland, particularly in traditional sectors undergoing modernisation. Industries such as manufacturing, retail, financial services and healthcare are increasingly leverag - ing digital solutions – ranging from artificial intel - ligence (AI) and cloud computing to automation and fintech innovations – to enhance efficiency and competitiveness. This has fuelled demand for tech start-ups and scale-ups that offer niche, cutting-edge solutions, making them attractive acquisition targets for both strategic buyers and private equity investors. Moreover, major technology firms are showing heightened interest in Irish companies as part of their broader European expansion strategies, capitalising on Ireland’s reputation as a tech hub with a strong talent pool and favourable business environment. This trend is particularly evident in sectors such as cybersecurity, enterprise software and AI-driven analytics, where global tech giants are actively seeking acquisitions to strengthen their regional presence and enhance their technological capa - bilities.
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