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This step-by-step guide to setting up a limited (LTD) company in Ireland will explain how to register a limited company and it will highlight the cost of the set up process. This guide will ensure your company is set up correctly from the start.
What is a limited company (LTD)?
A limited company is one of the most common business structures in Ireland and it is often referred to as ‘A Private Company Limited by Shares’. Limited companies are owned by shareholders, who each have limited liability for the company’s debts. This means that the shareholders benefit from having limited liability. They are typically only liable for the amount they have invested in the company. A company with this type of business structure is a separate legal entity from its shareholders. This means that it can enter contracts, sue and be sued in its own name. There are more legal obligations associated with this type of business in comparison to a Sole Trader. It’s important to be aware of these differences when setting up a business in Ireland.
How long does it take to register a limited company in Ireland?
Although the length of time it takes to register can vary, on average it takes between 5-10 working days for the Companies Registration Office (CRO) to process your application to form a limited (LTD) company in Ireland.
What is the cost of setting up a limited company in Ireland?
There are once-off costs and ongoing costs associated with setting up a LTD company in Ireland.
· Company formation
· Company Seal
· Annual Company Secretary cost (if you decide to outsource)
· The cost of an Annual Registered Office (if you decide to outsource)
· Tax registration and annual accounting fees are additional costs that are required for new Limited Companies in Ireland
· Annual return filed with the CRO
How do I set up a limited company in Ireland?
Here is a quick checklist of what needs to be done when setting up a limited company in Ireland.
· Choose at least one person to be the company director and a business secretary
· Designate at least one shareholder and decide how to allot the company shares
· Decide on your company name
· Allocate a Registered Address and a Business Correspondence Address
· Put together your company incorporation documents and complete your company registration
Let’s look at each step in more detail…
1. All Irish companies are required to have at least one company director
First things first, you need to choose a minimum of one person to be the director. The director of the company is legally responsible for running the company on behalf of its shareholders. They direct, conduct and manage the affairs of the company.
The director(s) must be a resident(s) of an EEA (European Economic Area) country. In the case that all directors are based outside of the EEA, then it is necessary to buy a non-EEA residents’ bond. Please note that since Brexit, this rule also applies to UK-resident directors.
Every company is required by law to have a company secretary, so you must also appoint someone to fill this role. The secretary works with your accountant to ensure that your financial statements are filed on time. A single-director LTD company must have a separate secretary. However, if you have more than one director, one of them can also act as the company secretary.
2. Designate at least one shareholder
A LTD company will have at least one shareholder. The shareholders are the owners of your company. It is quite common for the director and/or company secretary to be the company’s shareholders.
You must also decide how to allot the business shares. The division of shares determines the legal ownership of the company. The number of authorised shares per company is assessed at the company’s creation. They can only be increased or decreased through a vote by the shareholders. If you run into any issues when allotting shares, refer to our company secretarial services for help.
3. Decide on your business name
Deciding on a suitable business name is an important step in setting up a limited company in Ireland. When it comes to deciding your business name, you should try to keep your customers in mind by describing your product/service offering with the name. The company name should be distinguishable against other names already registered in Ireland and follow the guidelines.
Once you have chosen your business name, you will need to check it with the Companies Registration Office (CRO). It’s important to note that the CRO can be strict on business names. The Registrar will process the proposed company name. If your name isn’t unique enough, the submission will be returned.
4. Allocate a Registered Address and a Business Correspondence Address
The next step in setting up a limited company in Ireland involves allocating a registered address and a business correspondence address. The registered office address is the official legal address of your company. It must be a physical address located in Ireland, which is in regular use. Often companies will use their Accountant’s address as their registered office address because important notices get sent there.
Your company’s business mail, such as invoices, will be sent to the business address. It’s important to note that the business correspondence address is different to a trading address. If you’re running your business from your own home, it is not advisable to use your home address. The chosen address will be visible in public places, for example, your company’s website. You can avail of a business correspondence address for your company. However, Revenue will still need to know where exactly your business trades from for tax purposes.
5. Put together your business incorporation documents and complete your company registration
If you’ve reached this point in the business registration process, you are now in a position to incorporate your company. There are two different ways to register a limited company in Ireland:
· Company incorporation (for an LTD company) can be completed online at core.cro.ie.
Ready to start setting up a limited company in Ireland?
Hopefully our step-by-step guide has cleared up all your questions on how you go about setting up a limited company in Ireland. If you still have lingering queries, get in contact with a team member at our accountancy firm today. Our team of company secretarial professionals specialize in company formation. They are there to help every step of the way.