Your First Company? Requirements for Irish Company Formation
Setting up a company in Ireland is a very exciting time, but can also be very stressful! If you are looking to register a new Limited Company in Ireland, Company Bureau will tailor your company to your exact requirements, and get your business setup off to the best possible start! However, there are 8 items of information we need from you before we can proceed with your Irish company setup:
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Should you prefer to start your business as a Sole Trader / Partnership (Irish Residents only) please click Business Name Registration
The proposed name for your Irish company registration must be unique and clearly distinguishable from all other Irish Registered Companies. The use of certain words such as ‘bank’, ‘insurance’, and ‘group’ require special permission. Names thought to be offensive or imply State Sponsorship are also refused. Non-descriptive Words such as ‘services’ , ‘solutions’, ‘Ireland’, ‘International’, and ‘holdings’ don’t carry any weight in terms of distinguishing the name from other companies and are therefore discounted.
For a Free Company Name Check click here.
A Private Limited Company is the most common form of Incorporation for people to start their business in Ireland.
Click here for more information on the different types of companies available.
The Companies Act 2014 introduced a Constitution for Private Limited Companies (LTD) which replaced the Memorandum and Articles of Association. The Constitution allows LTD’s to trade in any legal business they desire. However, your Irish company will still need select a ‘NACE’ code prior to incorporation. Don’t worry about this – all we need is for you to outline to us the precise activities of your company and we can do the rest.
The Registered Office is the official address of your company and must be located in the Republic of Ireland. Most official correspondence will be posted to this address. The trading address of the Company may be different from its registered office. Irish-Resident Directors may use their home address as the registered office of their company is they wish. For Non-Resident Directors, click here for more information on our Registered Office Services.
The Directors of a Company are the people who are appointed to run and manage the Company on behalf of the owners of the Company – the Shareholder(s). A Private Limited Company may have one director if desired, but in this case must appoint a separate Company Secretary . We require the following information on the proposed directors to proceed with the formation of an Irish company:
- Full Name
- Usual residential Address
- Date of Birth
- Business Occupation
- Names of other Companies that the individual is a director of
At least one of the proposed Directors of the company must be Resident within the European Economic Area (EEA) If a company has no EEA-resident director, they may enter into a ‘Section 137 Non-Resident Director’s Bond’ which can be arranged by Company Bureau. Please click here for more information. Alternatively if the company can prove that there is a “real and continuous link with one or more economic activities in the State” then it may be exempted from the requirement for a resident director. It should be noted that Directors have a number of legal duties and obligations imposed by the Companies Acts, other enactments and at common law. On this basis, Directors must be agree on incorporation that they understand these obligations and should therefore be a mininum of 18 years of age.
An Irish Company must have a Company Secretary who is responsible for ensuring that statutory obligations are met with, such as maintaining the books of the company, and ensuring Annual Returns are filed on time. The company secretary can be one of the Directors, a separate individual or a Corporate Entity. In the situation where a company has a single director, a separate Company Secretary must be appointed. Company Bureau can act as your company secretarial mentor or become your company secretary if you require. For more information please click here.
The Authorised (Nominal) Share Capital of the company is the amount of shares a company can call upon if required. We recommend for most companies an Authorised Share Capital of €100,000 divided into 100,000 shares of 1 Euro each.
The Issued or paid up share capital is the number of shares that have actually been allotted and paid for by the shareholders. We suggest issuing 100 shares of 1 Euro each. The 100 shares are divided between the shareholders to reflect the ownership of the company. E.g. 50/50, 90/10 etc. One person or company can hold all the shares. This is known as a single member company.
The Shareholders are the owners of the company. As detailed above, the number of shares issued should be divided in a manner that reflects the proportionate ownership of the company. The shareholders of the company must be be a mininum of 18 years of age on incorporation. The details that we require are:
- Full name
- Usual Residential Address
- Amount of shares that are proposed to be held in the shareholders name.
When your company is incorporated, Company Bureau will Prepare, Draft and Issue the Share Certificates of the Company, as well as the rest of the corporate documentation for your company registration in Ireland