How To Set Up A Company In Ireland
To establish a company in Ireland, you will require a number of things. Firstly, you will need key stakeholders such as a director, company secretary, and shareholders. As well as this you will need an address in the country, share capital, and a unique company name.
Once you have gathered the necessary elements, you must prepare your incorporation documents. These will include the application forms and constitution. These should be submitted to the Companies Registration Office (CRO) in Ireland. No need to worry if you’re unsure about how to prepare these documents; our team here at Irish Formations are always readily available to guide you through the process.
Subsequently, after your company is successfully established, there are annual accounting requirements that must be adhered to. Our team will walk you through these requirements. This will provide a comprehensive checklist of everything you need to know when setting up a Limited Company in Ireland. These services are included in our premium company formation packages. We provide packages for residents and packages for non-residents. We can also give you a free referral to an accountant for anything further.
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What Are The Different Company Types In Ireland?
It is important to understand the several different company types and know exactly what a limited company is before setting one up.
We have compiled an extensive breakdown of the possible company types below.
1.
Private Limited Companies
The most common type of companies in Ireland are private limited companies. They offer limited liability and allowing for one or more owners. Shares in private limited companies are not publicly traded. This is the most popular type of company and can be managed remotely.
2.
Public Limited Companies
On the other hand, public limited companies cater to larger businesses, enabling them to offer shares to the public. They must comply with more extensive regulations.
3.
Companies Limited by Guarantee
Companies limited by guarantee are typically nonprofit organizations. Members’ liability is restricted to a predetermined amount, and shares are not involved.
4.
Unlimited Companies
Unlimited companies have no liability limit, holding their members personally responsible for the company’s debts.
5.
Foreign Companies
Foreign Companies are those incorporated outside Ireland but conduct business within the country.
6.
Other Companies
Additionally, there are various specific types of companies. Such as Designated Activity Companies, Investment Companies, and Industrial and Provident Societies, each serving distinct purposes and being subject to specific regulations. Each company type has its unique requirements for registration, governance, reporting, and compliance with the Companies Registration Office in Ireland.
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Private Limited Company By Shares
A Private Company Limited by Shares, commonly known as LTD, stands as one of Ireland’s prevalent business structures.
Limited Liability Operating under limited liability, a Limited Company ensures that company directors and shareholders bear liability only up to the extent of their investment in the business.
Separate Legal Entity Being a distinct legal entity, a company holds the capacity to secure loans, engage in contractual agreements, and respond to legal proceedings independently.
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Your Essential Company Set Up Checklist:
1.
Have At Least One Director
The initial and crucial step in setting up your company is to appoint a director, and you must have at least one director to proceed with a Private Limited company with Shares.
The director plays a pivotal role in managing the company on behalf of its shareholders. In many startup companies, the directors and shareholders are the same individuals, as they focus on building and growing the business together.
For all Irish companies, it is mandatory to have at least one director who is a resident of an EEA/EU country. However, if a company in Ireland has only non-EEA resident directors, they must obtain a non-EEA resident bond known as the Section 137 Bond. This requirement also applies to UK-resident directors seeking to establish a company in Ireland as non-resident directors, following the changes in rules due to Brexit.
On the other hand, non-EEA/EU resident directors can establish an Irish company without purchasing a bond if at least one director resides in an EEA state, such as Ireland. In other words, you need to have two directors, and one of them must be a resident of an EEA country.
All directors must obtain a Personal Public Service (PPS) Number if the Director owns more than 15% of the shares in the company. If you do not already have one, you can apply for a Verification Identity Number (VIN) through Form VIF. Either a PPS number or a VIN is required to establish a company in Ireland.
2.
Choose A Company Secretary
If your company has a sole director, it is essential to appoint a separate company or person as Secretary. However, in the case of two or more directors, one of them can also take on the role of the company Secretary. Irish Formations can take on the role of Nominee Secretary.
The company Secretary holds a primary responsibility, ensuring that the company meets its statutory Deadlines. Collaborating closely with the Accountant, they work to guarantee the timely filing of financial statements.
Late filing of the Annual Return can lead to hefty fines, and the financial statements may need auditing for a two-year period. To avoid any risk of missing the Annual Return deadline, we will remind you of these obligations.
3.
Choose A Company Name
When considering the setup of a Limited Company in Ireland, the company name typically takes precedence in your thoughts. However, it’s essential to be aware that the Companies Registration Office (CRO) maintains strict guidelines regarding company names.
The chosen company name must be unique. This ensures it stands apart from other names already registered in Ireland and complies with the prescribed company name guidelines.
The Registrar conducts thorough checks to verify the uniqueness of your proposed name. If it bears too much resemblance to existing names on the company register, the Registrar can request resubmission with a different name.
To streamline the process and save time, it’s beneficial to enlist the services of a company formation specialist, like our team at Irish Formations. With our Company Formation Ireland Service, we conduct a company name check on your behalf. You need only provide us with your proposed company name, and we’ll handle all the necessary procedures for you.
4.
Have Two Addresses: Business Address and Trading Address
The registered address refers to the official legal address of your company. It must be a physical location situated in Ireland and regularly monitored. Many companies opt to purchase a registered address for this purpose since essential notices are often sent there. It’s important to note that this address is publicly available on the CRO website. It can be outsourced to a regulated ROA provider like ourselves.
What is a business address? The business address serves as the location where your company’s business-related mail, such as invoices, is received. It is where day-to-day communication regarding the company’s operations takes place.
Please be aware that, for tax purposes, Revenue will still require information on the exact location where your business conducts its operations. This is known as the trading address. It is recommended that the trading address is separate to the Registered Office Address. We provide this at our second address.
5.
Decide On Shareholders and How Many Shares You Want To Release
Shareholders are the rightful owners of your company. It’s a common practice for the director and company secretary to also assume the role of shareholders, particularly in new businesses.
In the case of establishing a company with a co-founder, you might consider discussing matters related to shareholders’ agreements and voting rights.
Shares can be likened to fragments of the company that are distributed among individuals. This division of shares plays a pivotal role in defining the legal ownership of the company.
When forming a Limited Liability Company in Ireland, the issuance of shares takes place. After the company is registered, you retain the freedom to allocate additional shares or transfer existing ones, allowing for a dynamic and adjustable ownership structure.
6.
Prepare And Sign The Incorporation Documents
Once you have fulfilled the prerequisites mentioned above, you are all set to incorporate your company. Set up a company online through our portal by outsourcing to a company formation specialist, like Irish Formations. By entrusting the process to a specialist, you can navigate each step smoothly, as we possess comprehensive knowledge of the entire procedure and can guide you effectively.
The Companies Registration Office typically takes 5-10 days to process your new company application once it is submitted.
7.
Post Incorporation Obligations
After you have successfully incorporated your company will have a number of obligations to abide by. Most of these services will be covered in the purchase of any of our premium company formation packages.
These include:
- Tax registration
- Opening a company bank account (Referral)
- Registering your beneficial owners with the RBO
- Filing your B1 First Annual Return
These can also be purchased as individual services and it is important to note that these are all legal obligations for every Irish Company once active and incorporated.
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Ready To Create Your Company?
If you have read through all of the above and are happy with the necessary steps then please contact us. We can get the process started today! If you feel like you still may have some questions on any of the above then do not hesitate to reach out to a member of our team who would be happy to talk you through it.
Here at Irish Formations we are experts on company set up and can ensure the creation of your company is done efficiently, accurately, and quickly. Creating your company does not have to be a grueling process. We are here to make it a smooth and easy journey. We can set it up for you completely remotely and ensure the highest quality and utmost professionalism from our team of experts here at Irish Formations. Contact us today to get started!
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