Are you thinking about setting up a company in Ireland? Our helpful FAQs should help you get a grip with the detail, and allow you to get the process started. If you are ready to go then check out our Company Formations page where you can start the process and allow us to finish.
How much does it cost to form a company?
Our charges are as follows:
- A Private Company Limited by Shares – LTD – €249.00
- A Designated Activity Company Limited by Shares/ by Guarantee – DAC – €349.00
- A Company Limited by Guarantee not having a share capital – CLG – €395.00
- An Unlimited Company – ULC – €395.00
- A Public Limited Company – PLC – €495.00
What is included in the charge for forming a company?
Included in our price for forming an Irish company are all the relevant documents in relation to the application to the Companies Registration Office to be incorporated as well as the following when the company has been formed:
- Certificate of Incorporation,
- Company Register,
- Company Seal,
- Copy of Company Constitution,
- Director and Secretary Guidance Booklets,
- Minutes of First Directors Board Meeting,
- Share Certificates.
How long does it take to register a company?
On completion of your order online we will forward you the documentation for signing. Upon return of the signed documentation to us (either by post, courier or by hand) and provided all is in order, we will lodge your application with the Companies Registration Office. This process then usually takes 3-4 working days. Once the company has been incorporated we will contact you to notify you of same. We will then forward all relevant documentation in relation to your newly incorporated company.
What is needed to form an Irish Company?
- Proposed name of new company – we ask for 3 suggestions, in case your first or second choice are not available,
- Principal Activity of the Company – brief description of the general nature of activity of the company,
- Registered Office Address – address to which CRO and legal correspondence will be sent,
- Trading Address – address at which the principal activity of the company will be carried out,
- Company Secretary details – name, address, date of birth, nationality and occupation,
- Directors details – name, address, date of birth, nationality, occupation and other directorship details,
- Shareholder details – name, address, occupation and number of shares held,
- Company Share Capital – Authorised & Issued Share Capital number of shares and nominal value of each share.
What is a limited company?
In a limited company the shares of the company are owned by its shareholders. The company is regarded as a separate legal entity and is separate and distinct from those who run it. If the company should fail, the shareholder’s liability is generally limited to the amount of unpaid share capital agreed to be contributed by them. The company is the appropriate person to be sued in the event that debts are incurred by the company which remain unpaid. The personal assets of shareholders cannot be seized to pay -off company debts, except in cases of fraudulent or reckless trading.
There are several types of limited companies:
- A Private Company Limited by Shares – LTD
- A Designated Activity Company Limited by Shares – DAC
- A Company Limited by Guarantee having a share capital – DAC
- A Company Limited by Guarantee not having a share capital – CLG
- A Public Limited Company – PLC
For further information relating to company types click here.
What is an unlimited company?
In an unlimited company there is no limit on the liability on the shareholders. In respect of liabilities owed by the company which the company had failed to discharge, recourse may be had by creditors to the shareholders.
Can I choose any name for my company?
There are restrictions on name choices. The CRO may refuse a name if:
- It is offensive,
- It would suggest state sponsorship,
- It is identical to or too similar to a name already registered on the Register of companies.
Company names should be distinct and it is recommended to use extra words so as to create sufficient distinction between names. Certain words such as “company”, “co”, “corporation”, “and”, “&”, “service”, “services”, “limited” and place names are not considered to be a sufficient distinction.
What is a NACE Code?
NACE code is a classification system used throughout Europe which groups organisations according to their business activities.
What is a registered office address?
It is the address of a company to which CRO correspondence and all formal legal notices addressed to the company will be sent. The registered office can be anywhere in the state. The address must be a physical location.
Does the trading address need to be the same as the registered office address?
No, they do not have to be the same. The registered office address can be a different location to the main trading address of the company.
What is a Constitution?
The Constitution of a company is a document that sets out the conditions upon which the company is granted incorporation. The document sets out the rules under which the company proposes to regulate its affairs.
What is a company director?
A company director is someone appointed by the shareholders to manage and run the company on their behalf.
How many directors are required?
A Private Company Limited by Shares (LTD) may have just one director, but it must have a separate secretary if it has only one director.
All other company types such as Designated Activity Company (DAC), Company Limited by Guarantee (CLG), Public Limited Company (PLC), Unlimited Company (ULC), must have at least two directors.
Who can be a company director?
There are no particular qualifications or experience required to be a director, therefore almost anyone can become a company director, provided that they are 18 years of age or older.
However, there are some restrictions and the following may not act as Director:
- A disqualified person – someone found guilty by a court of fraud or serious mis-conduct and has been disqualified from acting as a director for a certain time,
- A restricted person – someone who fails to satisfy the court that they have acted honestly and responsibly in relation to an insolvent company,
- An undischarged bankrupt – someone who has filed for bankruptcy but has not received permission from the court to cease making payments on their debts,
- An Auditor of the company or of the company’s holding or subsidiary company,
- A body corporate.
Does the director(s) of a company have to be resident in the country?
At least one of the directors of the company is required to be resident in a member state of the European Economic Area (EEA).
The European Economic Area member states are:
Austria, Belgium, Bulgaria, Croatia, Cyprus, Czech Republic, Denmark, Estonia, Finland, France, Germany, Greece, Hungary, Iceland, Ireland, Italy, Latvia, Liechtenstein, Lithuania, Luxembourg, Malta, the Netherlands, Norway, Poland, Portugal, Romania, Slovakia, Slovenia, Spain, Sweden and the United Kingdom.
What can the company do if none of the directors are EEA resident?
The company can apply for a Bond under Section 137 of the Companies Act 2014. The bond will be prescribed for a period of two years. The bond provides that in the event of a failure by the company to pay any fines imposed on the company in respect of any offence committed by it under the Companies Act 2014 and/or the Taxes Consolidation Act 1997, or a penalty which it has been held liable to pay, a sum of money becomes payable under the bond in discharge of the whole or part of the company’s liability in respect of any such fine or penalty.
Is there a limitation on the number of Irish directorships that may be held by a person?
Yes, a person cannot at any one time be a director of more than 25 companies.
Where a person is a director of two or more companies, one of which is the holding company of the other(s), these are counted as one company.
Can a director also be the company secretary?
Yes, a director of the company can also act as the company secretary. However, a LTD company with a single- director must have a separate secretary.
Can a director also be a shareholder?
Yes, a director can also be a shareholder in the company.
What is a company secretary?
A company secretary is considered to be an officer of the company. All company types must have one secretary. The secretary may be one the of the directors of the company. A body corporate may act as secretary to another company, but not to itself. A company secretary must be over the age of 18 years.
The secretary of a private company is not required to have any formal qualifications. The directors however, must take all reasonable steps to ensure that the secretary has the necessary skills to discharge his/her statutory and other legal duties and any such other duties as may be required as delegated to the secretary by the directors.
The secretary of a public limited company must have the requisite knowledge and experience to carry out the functions of secretary and who:
- For at least three years of the five years immediately preceding his/her appointment as secretary held the office of secretary of a company; or
- Is a member of a body for the time being recognised for the purposes of section 1112 by the Minister of Jobs, Enterprise & Innovation; or
- Is a person who by virtue of his/her holding or having held any other position or his/her being a member of any other body appears to the directors to be capable of discharging those functions.
What is a Shareholder?
A shareholder is a person who holds a share or shares in a company. A shareholder becomes a member of the company when their name is entered into the register of members. Shareholders may be referred to as members and vice versa.
How many Members is a company allowed to have?
The maximum numbers of shareholders the following companies can have are:
- A Private Company Limited by Shares (LTD) – 149 members,
- A Designated Activity Company Limited by Shares/ by Guarantee (DAC) – 149 members,
- A Company Limited by Guarantee not having a share capital (CLG) – there is no maximum number of members,
- An Unlimited Company (ULC) – there is no maximum number of members,
- A Public Limited Company (PLC) – there is no maximum number of members.
What is a Single – Member Company?
A Single – Member Company is a company in which the shares of the company are owned by one person.
What does Authorised Share Capital mean?
The Authorised Share Capital of a company is the maximum amount of share capital that the company is authorised to issue to shareholders. The Authorised Share Capital that can be authorised will be noted in the Constitution/ Memorandum & Articles of Association of the Company. The Authorised Share Capital can be increased by the shareholders. The Authorised Share Capital is a nominal amount and does not have to be paid, nor is there any liability to this amount.
We recommend an Authorised Share Capital of €100,000 divided into 100,000 shares of €1 each.
Under the Companies Act 2014 a LTD Company is not obliged to have an Authorised Share Capital but must have an Issued Share Capital. All other companies are required to have both an Authorised Share Capital and an Issued Share Capital.
What does Issued Share Capital mean?
The Issued Share Capital of a company is the total value of the shares that have been issued to shareholders. The company may continue to issue shares up to the amount of the Authorised Share Capital of the Company. The Issues Share Capital does not have to be paid up but the shareholders liability is limited to the amount that remains unpaid on the shares.
We recommend an Issued Share Capital of €100 divided into 100 shares of €1 each.
Did you know you can set up a company through TriPro.ie? Head over to our Company Formations page and we’ll take you through it step by step.