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Ireland company Registration Procedures and Fees

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Irish company Registration Procedures and Fees

Unless otherwise indicated, the Ireland company stated in this quotation refers to a private company limited by shares formed and incorporated in Ireland in accordance with the Ireland Companies Act 2014.

Our fees for the registration of private company limited by shares in the Ireland is EUR4,000. The fee quoted include our professional registration service, registered office address in Ireland for one year, local company secretary service for one year, application for tax registration and payment of official government fee. In short, the fees quoted included the fees necessary for the registration of Ireland company. For details, please refer to the Section 1 of this quotation.

In order to register a company in Ireland, you will need to provide the identification documents and proof of address of each shareholder and the proposed executive director, the proposed number of shares of the Ireland company, the address of the registered office (if provided by the client), and the main business scope and business models of Ireland company. The required documents and materials are detailed in Section 5 of this quotation.

In general, the registration of the Ireland company takes around 4 to 5 weeks (excluding the processing time for the identified person number (IPN) and purchasing of Non-EEA Resident Directors Bond).

The fee quoted are applicable to the business which does not require an additional license or permit. If the business to be carried out by the Ireland requires an extra license or permits, Kaizen can help apply for such license or permit and our fees will be quoted upon request.

The fees listed in this quotation are for reference only and the actual fees are subject to the quotation provided by our professional consultants.

Registration Service Scope and Fees

Our fee for handling the registration of a private company limited by shares with standard Articles of Association in Irish is EUR4,000. In particular, our fees cover the following services:

(1)	Pre- & Post-Incorporation (a) Answering your questions in respect of the registration and maintenance of a company in Irish; (b) Performing name availability search; (c) Payment of official registration filing fee to relevant authorities; (d) Assisting to apply for identified person number (IPN) for non-Irish individuals who are the beneficial owner and directors of companies operating in Ireland must use to prove their identities. (e) Drafting the Constitution of the Company; (f) Preparation of incorporation documents and registration forms; (g) Preparation of board resolution; and (h) Preparation of compliance corporate kit, including corporate common seal, Share Certificate etc.
(2)	Registered Office Address Kaizen will provide a street address in Irish, as the registered office of your Irish company for one year. Please note that we provide this address for the purpose of registering your Irish company and is not meant to be used as a physical office for business operation.
(3)	Company Secretary Kaizen will provide a company secretarial services of your Irish company. Our role as company secretary is limited to reminding you of the various filing deadlines of your Irish company.
(4)	Register of Beneficial Ownership Irish incorporated companies and other legal entities (“Relevant Entities”) are obliged by Part 3 of the European Union (Anti-Money Laundering: Beneficial Ownership of Corporate Entities) Regulations 2019 (S.I. 110 of 2019) (the “2019 Regulations”) to file details of their beneficial ownership with the Central Register of Beneficial Ownership of Companies and Industrial and Provident Societies (the “Central Register”). This information includes the name, nationality and month and year of birth, country of residence and extent of beneficial ownership.

Note: This package includes the service fees and official registration fee. However, this package does not include the courier fee, if any.

Optional Services

No.	Description of Service	Fee (€)
1	Non-EEA Resident Directors Bond (Note 1)	1,960* /2 years
2	Personal Public Service Number (PPSN) and Income Tax Registration (Note 2)	400
3	Corporation Tax Registration (Note 3)	400
4	Corporate Bank Account Opening Services (for one application) (Note 4)	900
5	Notarizations and legalization of corporate documents (Note 5)	TBA
6	VAT Registration (Note 6)	500

Note:

(1)	Companies incorporated in Irish must have at least one Director resident in a member state of the European Economic Area (EEA). However, there are certain circumstances where an exemption from this requirement may be obtained. Where a company holds a bond in the prescribed form, it may avail of an exemption from having an EEA resident Director. Non-EEA Resident Directors Bond valid for 2 years, it can be renewed after two years or replaced by EEA resident directors. The Fee of EEA resident director replacement bond may be adjusted upon further information.
(2)	Due to the new CRO requirement that came into effect on the 11th of June 2023, Company directors, individual shareholders will be required to provide their PPS numbers. The PPS number will be used for identity verification with the CRO to ensure that the company director is alive and is a natural person. A PPS is a unique identifier given to you that helps you access social welfare benefits and public services in Irish. You may need your PPS number to communicate with public bodies, such as the Irish Revenue Commissioners, or persons authorized by those bodies to act on their behalf. Any director owning more than 15% of the shares in the company (directly or indirectly) or any tax resident in Ireland with non-PAYE income exceeding €5,000, needs to be registered for Income Tax. To file Income Tax returns, a PPS number is required. Obtaining a PPS number takes approximately 6 to 8 weeks, and Income Tax registration may take up to one week.
(3)	Corporation Tax registration refers to registering the company itself with Revenue once it has commenced trading. All Irish companies that have commenced trading are legally obligated to register for Corporation Tax. However, Irish Revenue may not process Corporation Tax applications if all proprietary directors are not PPS and Income Tax registered. Kaizen will proceed to handle the registration for Corporation Tax for your company with the Revenue upon request.
(4)	Kaizen will help your Irish company to open a corporate account with a local bank in Irish. Please note that the bank may require a simple majority of the directors to visit their branch personally for the purpose of due diligence requirements. Our services are limited to assisting, including preparation of certified incorporation documents as required by the bank, pre-screen of account application documents, liaison with bank officers and arrangement appointment with the bank for you. Bank has the sole discretion to approve the application for opening an account. Kaizen should not be liable for the account opening result nor refund service fee.
(5)	Kaizen can help you to arrange to have the related form and identify documents of each director and shareholder of the company notarized by the Notary Public and/or legalized by the consulate general where the client is located. Please contact our professional consultants for further details.
(6)	To apply for VAT, the company first needs to be Corporation Tax registered. Not all companies are required to register for VAT. Revenue has laid out thresholds which, if surpassed, would necessitate VAT registration. The main thresholds are: (a) The supply of services within Ireland. The threshold is set at €42,500 per year. (b) The supply of goods within Ireland. The threshold is set at €85,000 per year. (c) The supply of goods and services within Ireland. The threshold is set at €85,000 per year. For VAT registration, Revenue requires evidence of at least one Irish customer, a physical presence in the state in the form of a trading/business address, and an accountable person in the state. These requirements are non-negotiable and form the basis of Revenue's decision. The VAT registration process can take up to eight weeks. The company’s registered office provided by company secretary will not suffice for VAT registration. A separate trading/business address is required. Failure to meet these criteria increases the likelihood of application rejection. If you need to arrange another address for VAT registration purposes, please contact our professional consultants for further details.

Payment Term and Payment Methods

Upon receipt of your confirmation of engagement, we will issue and email our invoice together with detailed wiring instructions to you for your settlement. Please kindly mark our invoice number or account number in the message section of the remittance receipt and then send a copy of the same to us for our records. Because of the nature of services, we require full payment in advance. Also, once service is commenced, no service fee will be refunded except special cases.

We accept cash, TT, credit card and PayPal. An extra handling fee of 5% will be charged if paid by PayPal.

Basic Structure

(1)	At least one shareholder, an individual director and a company secretary.
(2)	At least one director must be a European resident or an insurance policy be taken.
(3)	Must have physical street address as its registered office in Irish.
(4)	There is no maximum limit to the share capital requirement in Ireland.

Materials Required

Client needs to prepare and provide the following materials to Kaizen by email or post for purpose of company registration in Ireland:

(1)	One photocopy of passport and residential address proof (such as utility bill or telephone bill) in respect of each shareholder; if the shareholder is a corporation, please provide Certificate of Incorporation, Articles of Association, the latest Annual Return, the Registers of Members and Directors, and the passport and address proof of each member holding more than 10% of shares in that company.
(2)	One photocopy of passport and residential addresses proofs (such as utility bill and bank statement) in respect of each director.
(3)	If there are more than two layers in the group, please also provide an organisation chart duly certified by the director of the parent of the Irish company.
(4)	A duly completed incorporation order form (including “Know Your Client” due diligence form) (to be provided by Kaizen);

Acceptable address proof can be a utility bill or bank statement. Information of director/shareholder (full name and full address), document type, document issuing date and name of issuing authority must be clearly stated. If the document is not written in English, you are required to provide an English translation document for reference and as supporting.

The identification documents and address proofs of each shareholder, director and ultimate beneficial owner are subject to certify by notary offices and attorneys.

Ireland Company Registration Procedures and Timeframe

Under normal circumstances, the company name and the business scope do not need an extra license or permit, the whole process for company registration takes around 4 to 5 weeks (excluding documents delivery time). The table below shows the procedures with time frame for the registration of an Irish company.

Item	Procedure	Days (Estimated)
1	Clients could mail out the required materials stated in Section 5 by using E-mail or courier. Client shall settle Kaizen’s service fee at the same time (and bond fee, if applicable)	Client’s Schedule
2	Preliminary availability check of proposed company name	1
3	Kaizen prepares the VIE form for applying of identified person number (IPN) for each beneficial owner and directors	5-7
4	Client arranges to the identification documents with address proofs of the shareholder and director of the company, notarised by Notary Public and/or legalised by the consulate general where the client located.	Client’s Schedule
5	Kaizen assists in applying for identified person number (IPN) for the director(s)	5-7
6	Kaizen assists in purchasing of Non-EEA Resident Directors Bond for Non Resident director(s), if requires	10
7	Kaizen prepares and email the company incorporation documents to client for signing	2
8	Clients mail out the duly signed company incorporation documents by using E-mail or courier.	Client’s Schedule
9	Kaizen files the application documents with CRO for review. If it finds everything in order, issues a Certificate of Incorporation	5-7
10	Kaizen will forward the company registration documents to the clients.	Client’s Schedule
11	Kaizen assists to apply for Personal Public Service Number (PPSN) for designated Person, if applicable	6-8 weeks
12	Kaizen assists to apply for Personal Income Tax for designated Person, if applicable	5-7
13	Kaizen assists to apply for Corporation Tax Registration, if commenced business	3 weeks
	Total working	3 months

Post Registration Documents

After the registration process is completed, Kaizen will return the following documents and materials to you for your retention and as proof that the company is duly registered:

(1)	Certificate of Incorporation issued by the Irish Companies Registration Office;
(2)	Registration Form A1 for registration of an Irish company;
(3)	A copy of the Constitution of the Company;
(4)	Share Certificate (s);
(5)	Confirmation letter for Non-EEA Resident Directors Bond;
(6)	A company common seal;
(7)	Documentary kit, including board resolution, corporate common seal, Share Certificate etc.

The above documents are also available for pick up in any Kaizen offices. We can also courier the documents to any address designated by you.

Annual Maintenance

Irish Companies are required under statutory legislation to file an Annual Return and Accounts each year with the Companies Registration Office (CRO) in Ireland. Failure to comply with this regulation can have serious implications, including substantial fines which accumulate on a daily basis, loss of audit exemption for 2 years, and possible involuntary dissolution of the company and legal action against the Directors by the Office of the Director of Corporate Enforcement (ODCE).

It is important to note an Irish company’s first Annual Return (B1 Form) is due 6 months after incorporation, and every 12 months thereafter. No accounts are required with the first Annual Return. Annual returns contain financial statements which must be filed with the CRO within 56 days of the Annual Return Date. A company must make their filing of Annual Returns in every calendar year, and the accounts must be made up to a date no more than 9 months before the ARD. A penalty fee of €100 accumulating by €3 per day will apply.

Kaizen can assist you with this statutory requirement, as well as advise on any other company secretarial and compliance matters. In fact, we can look after all your corporate governance and statutory requirements leaving you to concentrate on managing your business. To provide you with a clearer understanding of the cost to maintain an Irish company, Kaizen lists out the maintenance costs incurred by an Irish company each year in the appendix page.

Appendix - Annual Renewal and Maintenance Cost

Item	Description	Amount (€)		Note
	Basic Maintenance Costs (Fixed)
1	Annual Fee to file an Annual Return (BI Form)	Yearly	20	1
2	Registered Company Secretary Service	Yearly	900	2
3	Registered Office Address Service	Yearly	900	3
	Subtotal:		*1,820*
	Accounting and Tax Related Fees (Variable)
4	Preparation and submission of financial statement (for Dormant status)	Yearly	500	4
5	Preparation and submission of financial statement (for micro and small companies)	Yearly	1,500 up	5
6	Preparation and submission of Corporation Tax Return	Yearly	500 up	5
7	Accounting and bookkeeping fee	Monthly	250 up	6
8	VAT Taxpayer Registration	One off	500
9	Preparation and filing of VAT Return	Quarterly	450 up
10	Preparation for the Annual Audit Report (Optional) (For the sales amount more than 1 million and employee more than 50 persons, is necessary to declare for the annual audit report)	Yearly	3,000 up	7
11	PAYE Scheme registration	One off	500
12	Periodic/Monthly Payroll calculation and submission	Monthly	200/head

Note:

(1)	The statutory annual fee to file an annual return (BI form) is €20, subject to change by Company House. Companies are required to keep proper books of account which give a true and fair view of the company’s financial affairs. Companies are also required to disclose details of their financial statements at the Annual General Meeting (AGM) and to attach a copy of those financial statements to the annual return filed with the CRO.
(2)	Kaizen’s annual Company Secretary Services is includes: - (a) preparation and filing of annual return (BI form); (b) preparation of Annual General Meeting; and (c) updating and maintenance of statutory registers
(3)	Kaizen’s registered office services include providing a street address in Irish as the registered office of the client’s company and receiving of mails from the Government.
(4)	With the exception of the first 6-month annual return, all annual returns require a set of financial statements, even if the company was dormant for the financial year applicable to the annual return.
(5)	The fees are mainly determined by the nature of business and turnover and the types of assets held by the company. In general, the fees for preparing financial statements and a corporate tax return for a company involved in both trading and holding investments in property and securities will definitely be higher than for a company engaged solely in trading. Companies with overdue annual returns and accounts for two consecutive years or more will lose their audit exemption. Audited reports will be required for each affected year.
(6)	Kaizen’s fee for accounting (book-keeping) varies from case to case. In particular, Kaizen’s book-keeping service fee will depend on the volume of accounting transactions. Accounting transactions include number of sales invoices, purchase bills, checks, bank remittances, and bank receipts etc. The number of transactions, the nature of business/transactions and tidiness of record keeping will all have an impact on the fees charged by Kaizen.
(7)	To qualify for audit exemption, a company that is not part of a group must meet the criteria for a small company for the financial year in question, as set out in Section 280A of the Companies Act 2014. The qualifying conditions for a small company are satisfied by a company in relation to a financial year in which it fulfils two or more of the following requirements: (a) The amount of turnover of the company does not exceed €12 million; (b) The balance sheet total of the company does not exceed €6 million; (c) The average number of employees of the company does not exceed 50. Furthermore, the company must have filed its annual return on time with the CRO for the current and preceding year.

The above quotations are for preliminary reference only and do not constitute final transaction terms. All service fees shall be based on the actual quotation provided by our company for each individual case. We reserve the right to adjust pricing at any time without prior notice.

If you wish to obtain more information or assistance, please visit the official website of Kaizen CPA Limited at www.kaizencpa.com or contact us through the following and talk to our professionals:
Email: info@kaizencpa.com
Tel: +852 2341 1444
Mobile : +852 5616 4140, +86 152 1943 4614
WhatsApp/ Line/ WeChat: +852 5616 4140
Skype: kaizencpa

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