High Court confirms €1.05 billion cut to C&C Group share premium

The High Court has confirmed a reduction of the share premium account of C & C Group Public Limited Company in the amount of €1,048,165,658.17, pursuant to Sections 84 and 85 of the Companies Act 2014. The order was made on 6 October 2026, and the order together with a court-approved minute was lodged and registered in the Companies Registration Office on 16 October 2026. The confirmation is published in Iris Oifigiúil No. 84 of 20 October 2026, Section I, under the court reference 2026 No. 265 COS (2026 No. COM).

The notice is issued by McCann FitzGerald LLP, Riverside One, Sir John Rogerson’s Quay, Dublin 2, solicitors for the company, and is dated 20 October 2026. It records that the application was heard by the High Court (Commercial), and that the reduction was sought on foot of a special resolution of the members adopted earlier in the year.

From shareholder resolution to court order

The gazette sets out a sequence of steps behind the confirmed figure:

• 10 July 2026: the members of the company adopted a special resolution that its capital be reduced by cancellation of the entire amount of undenominated capital standing to the credit of the share premium account as at 28 February 2026, or such lesser amount as the board of directors or the High Court might determine.
• 22 July 2026: an application was made to the High Court for confirmation of the proposed reduction.
• 30 September 2026: interested parties or contributories intending to appear at the hearing were required to give written notice to the company’s solicitors by 5.00 pm.
• 6 October 2026: the High Court (Commercial) made the order confirming the reduction, the application having been directed for hearing at the Four Courts, Dublin 7.
• 16 October 2026: the order and the court-approved minute were lodged and registered in the Companies Registration Office, Bloom House, Gloucester Place Lower, Dublin 1.

The reserve and its accounting treatment

Under the resolution approved by the members, the reserve resulting from the cancellation of the undenominated capital is to be treated as profits available for distribution as defined by Section 117 of the Companies Act 2014. The resolution had allowed for a reduction of the entire amount standing to the credit of the share premium account as at 28 February 2026, or a lesser sum fixed by the board or the court; the figure now confirmed and registered is €1,048,165,658.17.

The mechanism is the statutory one for a capital reduction: a shareholder resolution, an application to the High Court, judicial confirmation, and registration of the court-approved minute so that the new capital structure appears on the public register.

Publication and access to the order

The notice appears in the court and companies section of Iris Oifigiúil, the official gazette published by authority, in its issue of Tuesday, 20 October 2026, carrying the gazette’s item reference [C-12]. It states the amount confirmed, the statutory basis of the reduction, the date of the court order and the date and place of registration, so that the change can be traced from the court record to the companies register.

Why it matters

The confirmation converts a shareholder decision taken in July into a registered change in the company’s balance sheet, and the creation of a distributable reserve of this size is the practical consequence that will interest shareholders and creditors alike. Because the reduction ran through the High Court (Commercial) and was registered with a court-approved minute, the change is documented in both the court record and the Companies Registration Office, giving third parties a verifiable public trail for a capital adjustment of more than one billion euro.

Source: Iris Oifigiúil, No. 84, 20 October 2026, Section I (official reference: 2026 No. 265 COS).