Ireland is a country of small size, but this factor does not prevent it from rapidly growing and developing. Today, this jurisdiction is one of the most successful and prosperous in the EU. Through this island, located in the west of Europe, there are many important transport routes that connect European countries with the lands of North America. Ireland’s economic position has been steadily getting stronger in recent years. The main reasons for this are:
- assistance from foreign investors;
- low level of corporate tax;
- liberal attitude to trade.
Our company has been working for many years in the field of establishing and licensing commercial structures around the world. We provide quality corporate professional services in Ireland and in hundreds of other jurisdictions, and are ready to become your reliable allies in the development of your business project.
Why register a company in Ireland?
Today, an increasing number of companies prefer to register in Ireland. And here are the reasons.
- The government provides support to entrepreneurs.
- The jurisdiction has a well-developed communications system, including the Internet.
- stable political course.
- Low tax rates.
- The state supports the sphere of high technologies.
Registration of companies in Ireland: features
When registering their business in Ireland, owners will need to take into account the following features of the licensing conditions.
- The number of shares limits the liability of the company’s members.
- It will be necessary to use the word Teoranta (Teo) or Limited (Ltd) in the name of the company, so that it is clear what form the company has.
- An enterprise is eligible to start operating if it has at least 1 director who is a resident of the EEA. If the company does not have a director who is a resident of the European Economic Area (EEA), then a bond is withdrawn from the company, insuring it for 25,000 euros.
- Directors must be private individuals.
- The director has the right to be the secretary of the company. Then he will also be required to keep minutes of meetings and a register containing information about next-mentioned:
– directors and secretaries;
– shareholders;
– income and expenses.
- Minimum issued capital is not fixed.
- Amount of the minimum paid up capital is 1% of the amount issued.
- Company must have at least 1 investor.
- Shares of the enterprise are not allowed to be placed on the stock exchange.
- Company has the right to issue preferred and ordinary shares.
- Office of the company must be registered in Ireland.
Accounting for Irish companies
From an accounting point of view, any company registered in Ireland is required to do the following:
- maintain accounting records;
- keep documents at the registered office;
- submit an annual financial report to government agencies;
- undergo audits.
Exceptions are set for companies with the following characteristics:
- total assets: no more than € 4.4 million;
- turnover: no more than € 8.8 million;
- number of employees is not more than 50 people.
Taxation in Ireland
- For trading companies, a tax of 12.5% is provided, and for non-trading companies it’s 25%.
- Tax on incoming dividends is 0%.
- 33% is tax-rate on capital gains.
- Withholding taxes are 20%:
– on royalties;
– for dividends;
– for interest payments.
- VAT on sales carried out within Ireland is 23%.
What form of company should I register?
There are several forms of company in Ireland.
- Private limited company (LTD). By registering this form of company, you will have a private enterprise with limited liability and authorized capital without an established type of activity.
LTD company has the right to have from one to 149 shareholders and one director, who is also not entitled to be a secretary. By law, a company of this type may not have a specific type of activity and engage in any type of activity that is permitted in the territory of the jurisdiction. The founding document of an LTD enterprise is a single constitution.
An LTD company with a turnover of less than €12 million, a share capital of less than €6 million and less than 50 employees is entitled to request an exemption from filing an audited and complete financial statement with the Registrar of Companies (CRO). The name of such companies must also contain the words Limited or Teoranta (it’s Limited in Irish).
- Designated Activity Company (DAC). This type of company differs from the previous one in that the company will be required to indicate a specific type of activity. Other requirements for companies of these forms are similar.
The founding documents of the DAC of the enterprise are the Articles of Association and the Memorandum of Association, which establishes the rules for the internal work of the managers and the relationship of the shareholders of the company. The name of a company of this form must contain the words DAC Designated Activity Company or Cuideachta Ghniomhaiochta Ainmnithe.
Designated Activity Company limited By Guarantee (DAC). As you already understood by the name, this form of company is almost identical to the previous one, but still has one feature: the authorized capital, which must be expressed in shares received by the founders, including those contributed in the form of tangible assets. Otherwise, the requirements are the same as for the usual DAC form of the enterprise.
- Company limited By Guarantee (CLB). It’s a completely different form of a company that differs from the previous ones. With this type of permit, you will have a private enterprise with membership dues as a guarantee without share capital. Legal entities often use this form of enterprise to create public organizations, charitable societies and clubs.
A CLB enterprise may have from one to an unlimited number of members. The company must also employ at least two directors of the company. The type of activity of the enterprise must also be indicated in the Charter. The constituent documents of the CLG company are the Articles of Association and the Memorandum of Association, which establishes the rules for the internal work of the leaders and the relationship of the shareholders of the company. CLG A company with a turnover of less than €12 million, a registered capital of less than €6 million and an employee of less than 50 people, as well as all of the above forms of enterprises, may apply for an exemption from filing an audited and full financial report with the Companies Registry Office (CRO).
- Public Limited Company (PLC). By registering a company under this form, you will become the owner of a public limited company.
Such a company may have from one to an unlimited number of shareholders and a minimum of two directors. PLC company in its Articles of Association is obliged to indicate the type of activity. Constituent documents are the Articles of Association and the Memorandum of Association, which establishes the rules for the internal work of managers and the relationship of shareholders of the company. The PLC company has no right to refuse and is obliged to submit an audited report and a full financial report to the Companies Registration Office (CRO).
- Unlimited company (ULC). This is the last possible form of a company, which is a private company with unlimited liability and share capital to be used as a trading company (owners’ liability is not limited).
An enterprise of this form is also entitled to have from one to 149 shareholders and at least two directors. In the Charter, the company also indicates its type of activity. The constituent documents of the enterprise are the Charter and the Memorandum of Association, which establishes the rules for the internal work of managers and the relationship of shareholders of the company. ULC A company with a turnover of less than €12 million, a share capital of less than €6 million and a staff of less than 50 people is entitled to request an exemption from filing an audited and complete financial statement with the Registrar of Companies (CRO).
The following types of firms are not eligible for audit exemption: PLCs (Public Companies), PUCs (Public Unrestricted Companies) and PULCs (Public Unrestricted Companies Without Share Capital).
Company registration procedure
In order to register a company, you must complete the A1 registration form and provide the following information to the CRO.
On this form, you will need to provide the following.
- Company name that does not match existing ones.
- Place where the main activity of the company and its administration is carried out, in the territory of Ireland.
- All information about the founders and directors of the enterprise: full name, date and place of birth, place of residence (copies of civil and foreign passports). If the founders of the company are legal entities, then you will also need to attach the statutory documents and the decision to establish a subsidiary/representative office (copies notarized and translated into English).
- The form of the registered enterprise (if it is DAC, CLB, ULC, PLC).
- You will also need to provide a document proving that at least one of the directors of the company is a resident of the EU. If you do not provide such a document, or if you do not have an EU resident director in your company, then your company will be required to post a bond (sign a promissory note) in the amount of €25,000 to ensure that the company pays fines and penalties that will be imposed on the company in case of violations.
Once you provide all of the above information and pay the registration fee, your firm will be considered established. As confirmation, you will be issued a certificate. Within a couple of weeks your application will be considered and after its approval your company will be registered.
Company registration period
The registration period for Ltd and DAC companies without share capital will be approximately 2-4 weeks. PLC can be registered in 4-8 weeks. A representative office/branch of a foreign company is also registered within 4-8 weeks.
If you have any difficulties or questions when registering your company in Ireland, we will be happy to help you and advise you on any issues.
