There are many similarities between the way that you register a limited company in the UK and the way that you register in the Republic of Ireland.
A key similarity is that you need to be registering an address that is in the same region. If you don’t have a physical company address in the Republic of Ireland, you can buy a virtual address in Dublin that will allow you to receive official mail and register your company in Ireland.
Registration with the CRO
The Companies Registration Office (CRO) handles official company registration in the Republic Ireland.
If you are from a country in the European Economic Area (EEA) or Switzerland, you are free to register a company in the Republic of Ireland without any other permissions, though if you are not from those areas you will need to apply for permission first.
If you are free to go ahead and register a business, there are a number of pieces of information that you will need to provide via an A1 form, along with a memorandum and articles of association.
Choose a unique company name
As with registering a company in the UK, you need to choose a unique company name that is not too similar to any already in use.
There’s no need to agonise over this - you may even have a preferred name already - but you do need to make sure that your company name is distinctive and, ideally, memorable.
Choose a registered address
As mentioned, if you want to register a limited company in the Republic of Ireland, you need to have an official address in the country.
This does not mean that the address that you register needs to be an address that you actually use for business, and it does not have to be your residential address (in fact, it really shouldn’t be your residential address), but it does need to be a real address that you can at least receive official post at.
Choose directors and a company secretary
It is important to note that unlike the UK, Irish company law requires that:
- all companies must have at least two directors and one secretary (who can be one of the directors)
- one of the directors must be a permanent member of the EU
The only exception to this rule is the new company model (which includes limited companies registered under Part 2 Companies Act 2014). Companies registered like this are allowed to have just one director, as long as they also have a separate secretary.
The role of company secretary mostly pertains to official and financial duties. Some of the important roles include signing the annual return and certifying the financial statements attached to it.
Other duties include making a statement of affairs during a winding up or a receivership, or signing relevant documents when re-registering a company as a different type. The secretary must also have agreed - in writing - to take on the role.
Choose shareholders
A limited company needs shareholders.
These are the owners of the company, and directors can be shareholders.
In Ireland, private limited companies can have any number of shareholders between 1 and 99, and it is common for companies to only have one director at the time of incorporation.
Registering for Tax
Registering for corporation tax in Ireland is not too difficult.
There is more information about it on the official Revenue site, but you need to wait for your confirmed CRO company number before registering with Revenue.
The trickier aspect of tax registration is registering for VAT, and you need to make sure that all of your details on the form are correct, otherwise the process can become very difficult and protracted.
One other point of note is that if you have an Irish bank account, you will be able to do more, such as receive VAT refunds and make tax payments through the Revenue Online Service (ROS),
Registering a new limited company in the Republic of Ireland does not have to be a daunting or difficult process, but there are important things to be aware of that have been mentioned in this post.
published under Starting a Business
