Requirements for Irish Company Setup
There are a number of requirements that need to be considered in an Irish company setup. Some are just one off requirements such as the establishment of a company name. In addition, there are also a number of on-going requirements, for example the yearly Annual General meeting (AGM).
The main requirements for an Irish-registered company include:
A company name must not be similar to an existing name on the Register of Companies. A name check must be carried out before starting the application for incorporation. Directors should be careful not to invest in headed note paper, stationary or advertising, until the preferred name choice has been registered and the Certificate of Incorporation issued. If directors do wish to remove the uncertainty surrounding a potential name, it is actually possible to reserve a name for a period of 28 days prior to making the application for incorporation. However this does incur a charge.
In cases where the Companies Office will not permit a particular name, another option is available. The company may be registered under another generic name, and once incorporated the preferred name can be registered as a trading name. This means that the company can trade under the name desired. This method does not provide the same level as name protection as a company name, because another company could potentially trade under the same or similar name.
A Private Company Limited by Shares may have a single director ( Must appoint a separate secretary). All other Irish companies must have a minimum of two directors. At least one director in the company must be a resident within the European Economic Area (EEA). There are two options available if a company does not have an EEA resident director: A bond can be put in place for a period of two years to the value of €25,394.76. This bond provides security if the company fails to pay the whole or part of any fines imposed under the Companies Acts and/or Tax Acts. If a company has a real and continuous link with one or more economic activities carried out in Ireland, it can apply to the Registrar of Companies for an exemption to the requirement to have an EEA resident director. If successful, the exemption will remain in place as long as the company has an economic link with the state.
A company secretary is required in any Irish company setup, however a director may also act as a secretary. Corporate Secretaries are also permitted. We are happy to provide this facility for you.
An Irish registered company must have a registered office address within Ireland. This service can be provided by RegisterACompanyinIreland.com. It is very important that this address is kept as up to date as possible, because all official and legal correspondence will be issued to this address.
On-going requirements – Compliance requirements, The Annual Return and Accounts
Once a company has been incorporated, directors are required to notify the Companies Office of any changes to its registered particulars. An “Annual Return and Accounts” should be submitted yearly, with the first Annual Return being made up to date six months from the date of incorporation. No accounts are required to be submitted with this first Annual Return. The date of this return then goes on to become the company’s Annual Return Date (ARD). Succeeding Annual Returns should be made up to the ARD each year, and must be submitted with the financial statements no more than nine months old at the date of the annual return. This must be no later than 28 days after the ARD. If the Annual Return is submitted outside of the 28 day filing deadline, a late filing fee of €100 will be imposed on the first late day. This will increase by €3 per day to a maximum of €1,200 until the documents have been submitted. Every Irish company is required to keep organised books of account which give an accurate and objective view of their financial affairs. Details of company accounts must be disclosed at every Annual General Meeting (AGM). Accounts for a Private Limited Company which are submitted to the Companies Office must be audited unless a number of conditions are satisfied in both the current and preceding financial year. These conditions are as follows:
• The amount of turnover of the company does not exceed €8.3 million
• The balance sheet total of the company is less than €3.65 million at the end of its financial year
• The average number of employees does not exceed 50
• The company must not be a parent company of a subsidiary company
Every Irish company setup is required to maintain the statutory books of the company at its registered office address. These books must contain: • Register of Allotments • Register of Members • Register of Transfers • Register of Directors and Secretary • Register of Directors Interests in Company Contracts • Register of Directors and Secretaries Interests • Minute book containing minutes of shareholders and directors meetings Companies can hold their registers at an address other than their registered office address, but the Companies Office must be notified of this.
Annual General Meeting
An AGM must be held within 18 months of the date of incorporation of the Irish company, and annually thereafter. There can be no more than 15 months between one AGM and the next. According to the Companies Acts 1963-2012, directors of all companies must present the financial statements of the company before the members of the AGM. This meeting must also deal with the payment of the auditors and may also deal with other items such as the re-election of directors who might retire by rotation.
Company headed paper
Irish Limited Liability Companies are required to include on all headed paper the following information: • The name of the company • The present forename, past forename, surname and nationality (if not Irish) of every director and shadow director of the company • The place of registration of the company, the company number and the address of the registered office • If a company exempt from the obligation to use the word “limited” or “teoranta”, it must include the fact that it is a limited company • If a company is being wound up, the fact that it is being wound up must be included • If there is reference to the share capital of the company on any letters or order forms, it must refer to the paid-up share capital The company is also required to state its name on all other company documents, including all invoices, cheques, money orders and receipts. Where a trading name is being used on headed paper, the name of the company under which the trading name is registered must be indicated. This must also be displayed on websites, email and all other electronic communications.
Penalties under the Companies Acts
In addition to the late filing fee which is levied on a company where an Annual Return is filed late, company directors convicted of an unlawful offence, may be disqualified or restricted from acting as directors depending on the severity of the offence in question. If a director is convicted of an offence under the Companies Acts, the courts can levy substantial fines and/or a prison sentence.
Most of the specifications required for successful Irish company setup can be easily fulfilled by an individual, but the essential tasks that require in-depth involvement must be done with the assistance of company registration firms. The usefulness of Irish Company Setup has been proven by the completion of every formal procedure that is required to make the authorities believe that the company is completely legitimate.
Irish company setup is an essential step for every investor to lay the foundation of their business in Ireland. It has been observed that many people interested in spreading their quality products and services are not able to contribute because of lacking in one or the other requirements that makes them back out in the process. Register A Company In Ireland is among the best source which helps you in fulfilling each and every guideline mentioned with respect to Irish Company Setup.
All the information mentioned above is just to give you an idea about how your company is being setup and what are the essential things that you would require regarding any details inquired anytime. Providing the suitable information and status about your Irish Company Setup, along with proper handling of complete process to get you legally authorized is the responsibility that will be fulfilled by Register A Company In Ireland.Contact Us