Office Notice No. 1 of 2025
S.I. 233 of 2023
Pursuant to the SI 233 of 2023 – European Union (Cross-Border Conversions, Mergers and Divisions) Regulations 2023 (the “Regulations”),
- In accordance with Regulation 46(1)(a) from the effective date (being 1 April 2025), all of the assets and liabilities, including all of the rights and obligations of, Avantcard DAC acting in its own right and/or trading as Avant Money (referred to and defined in this Notice as “Avantcard DAC” but applying to both), shall be transferred to its successor company Bankinter S.A.;
In accordance with Regulation 46(1)(h) from the effective date (being 1 April 2025), every contract, agreement or instrument to which Avantcard DAC is a party shall, notwithstanding anything to the contrary contained in that contract, agreement or instrument, be construed and have effect as Bankinter S.A. had been a party thereto instead of Avantcard DAC;
- Regulation 46(2) confirms that ‘instrument’ includes a charge.
- Regulation 46(4) provides that there shall be entered by the keeper of any register in the State the name of the successor company in place of any transferor company in respect of the information, act, ownership or other matter in that register and any document kept in that register, upon production of a certified copy of the order under Regulation 42(1)(a) or an order made by an authority designated by an EEA state other than the State for the purposes of Article 128(1) of the Directive, and without the necessity of there being produced any other document referred to in regulation 46(4)(b).
To give effect to the Regulations, henceforth the following practices will apply:
- Discharges (save for eDischarges which are processed online) by Bankinter S.A. of charges in favour of AvantCard DAC will be acted upon and the relevant charge cancelled, as if the discharge was given by Avantcard DAC. The relevant certified copy of the court order under Regulation 42(1)(a) or an order made by an authority designated by an EEA state other than the State for the purposes of Article 128(1) of the Directive and incorporating documents establishing Bankinter S.A. are filed under S2025LR003673B.
- Charges dated on or after 1 April 2025 must be in the name of Bankinter S.A..
- Charges dated prior to 1 April 2025 that are created in the name of Avantcard DAC but lodged after that date should be registered in the name of Bankinter S.A..
- Charges dated prior to 1 April 2025 in the name of Avantcard DAC may be amended to the name Bankinter S.A., provided that an application is lodged to update the name on the burden entry, accompanied by a copy of the relevant court order and requisite application fee.
Please note Legal Office Notice 5 of 2009 has been amended accordingly.
Head of Legal Standards and External Liaison Registration 23rd July 2025