Ireland

A Private Limited Company in Ireland is a privately held small business entity and considered as an independent legal entity on incorporation. It has a minimum of one and a maximum of fifty shareholders. Unlike Public Limited Companies, Private Limited Companies cannot publicly trade its shares. It can have a minimum of one and a maximum of fifteen directors.

Foreign companies engaged in manufacturing and trading activities abroad can set up Branch Offices in Ireland. Branch Offices are not allowed to carry out manufacturing activities on their own but can subcontract those to an Irish manufacturer. Before commencing operations, the branch office requires an approval from the Central Bank of Ireland. Commercial activities of any nature are not allowed for a Branch Office.

A new business entity created through a partnership between foreign and Irish investors, in which the partners jointly share the profits, losses, management responsibilities, and operation expenses. The advantages of joint ventures are that the foreign company can utilize the well-established contact network, distribution, marketing channels, and the available financial resources of the Irish partner. A JV also offers the investors to jointly manage the risks involved with the new business and limit their individual exposure by sharing the liabilities.

Ireland does not require a minimum paid-up capital for setting up a private limited company.

Foreign companies can also set up wholly owned subsidiary in sectors where 100% foreign direct investment is permitted under the FDI policy. Once a company has been duly registered and incorporated as an Irish company, it is subject to Irish laws and regulations as applicable to other domestic Irish companies.

It is not mandatory to appoint a local director in Ireland, but it is recommended to have at least one director who is a resident of the European Union.

Must appoint a Company Secretary, where the paid-up capital of the company exceeds the prescribed limit (€2 million). Till such threshold can appoint a third-party service provider to manage corporate compliance.

Local office or a virtual office capable of accepting letters/post is mandatory before incorporation. The local office address acts as the Registered office of the entity in the Incorporation documents

First, you should choose at least three proposed company names. Rank them in order of preference, and let us do the rest. As a new Limited Company, you must have a name that is distinguishable from other companies already registered with the Companies Registration Office (CRO).

In order to register a company a legal firm, corporate secretary or corporate service provider will assist with the preparation of company incorporation paperwork. This will include articles of incorporation, constitution, first AGM meeting, share certificate, member consent forms, consent to act as director and other legal documents to support the incorporation. The provider will then continue to manage any new company resolutions that are required over the course of the company lifecycle.

Applications to incorporate companies can be submitted under one of two schemes with the CRO, both of which have a different customer service standard. On average an A1 under a Fe Phráinn number is likely to be incorporated in 5-7 working days (depending on volumes of submissions with the CRO). Alternatively, if the A1 is a manual submission, it may take 10+ working days to incorporate (depending on CRO backlog).

On the day your company is officially registered, we will send a confirmation email, followed by a direct email from the CRO containing your Certificate of Incorporation.

If your company engages in operations it should register for Corporation Tax (and other appropriate taxes e.g., VAT, Payroll taxes) with the Revenue Commissioners. To be recognized as an Irish resident entity for Corporation Tax purposes, your company’s central management and control must be based in Ireland. Incorpro simplifies this process with our comprehensive Tax and VAT Registration service. If you set up your company with us, we provide free registration services for Corporation Tax, Domestic VAT, and Payroll Tax, ensuring your business is tax-compliant from the outset.

Every time your salary is paid, your employer deducts Income Tax, Pay Related Social Insurance (PRSI) and Universal Social Charge (USC) and pays the amount deducted to Revenue. PAYE ensures that the yearly amounts you have to pay are collected evenly on each pay day over the course of the tax year.

Maintaining compliance with the Register of Beneficial Ownership (RBO) is a critical legal requirement. Company Officers can file Beneficial Ownership data online through the RBO portal. 

The final step is to decide the bank to work with. Ireland has a developed banking infrastructure that startups and hyper growth companies alike benefit from. The process of establishing a bank account can be an unexpectedly long process that many companies do not sufficiently plan for. This can include extensive application documents, notarized director documents, KYC documentation and in person signatures. Common local banks in Ireland include Bank of Ireland, KBC, Ulster, Danske, and Allied Irish.