How to Incorporate a Limited Company in Ireland

Our full range of company secretarial services will make the initial setting up and management of your company straightforward. The services we provide permit non-residents the opportunity to incorporate a company in Ireland.

After you have submitted the company name of your Limited Company to us, approval of the company name can be obtained within several hours. We will check your proposed name for availability at The Companies Registration Office (CRO) and advise you of any potential conflicts with companies already on the register. As we are members of the CRO filing scheme we can electronically check and file documents, greatly reducing the time taken to administrate setting up a new business.

We then create your Memorandum and Articles of Association with the principle objectives clause specifically drafted for your new company. The company’s purpose must be outlined in this documentation and given the corresponding NACE code. We do this for you; we just need to know the purpose of your company. These documents are emailed to you for signing and, once signed and, we can electronically file your proposed company’s documentation at the CRO.

Your new company will be incorporated in two to three days.

Formacompany has over 20 years of experience forming companies in Ireland and across the world, and our staff will be available to offer advice and support through the entire incorporation process, from initially selecting a suitable company name through to finally commencing taxable activities.

What you need to set up a Limited Company in Ireland

incorporation of your limited company we will require the following:

• Your company name
• The full name, date of birth, address and nationality of all directors
• The full name and address of all shareholders
• The full name and address of all the beneficial owners

Documents you are required to provide:

• Proof of identity (passport, national identity card, photographic driving licence).
• Proof of residential address (gas/electricity bill or credit/debit card bank statement dated within the last three months)

Registered Office

This is the official address of your business where all official documents are served. This does not have to be your trading address but it must be located in Ireland; residential addresses are permitted. Who provides your registered office address is very important since they will receive all documents from both the Revenue Commissioners and the Companies Registration Office and should be capable of advising on and dealing with such official correspondence. The Registered Office Address is where all documents relating to a legal action should first be submitted. We can provide a registered office for you as part of our Corporate Administration Package.

Shares and Share Capital requirements

• The authorised share capital must be denominated in Euros (€’s).
• The share capital requirement is only €100
• In the case of most domestic Irish companies the company registration agent will initially issue one hundred shares, with an individual nominal value of €1 each.
• There is no capital duty payable on the authorised capital or initial issued share capital. There is no maximum authorised capital. The minimum issued capital is two shares of par value or in the case of a single member company, one share.
• Under Irish law there may be only one initial shareholder.

Ready Made Companies

• We have shelf companies in Ireland currently available, with standard Memorandum and Articles designed to permit most general activities; making it possible to commence business at very short notice. Our ready made companies are in good standing, are not the subject of any insolvency proceedings and have not entered into any contracts or engaged in any business activities.

What it costs to set up a Limited Company in Ireland

A Limited Liability Company in Ireland will cost £280, this includes:

• Preparing your Memorandum and Articles of Association and other mandatory documents required to register your limited company.
• Paying all capital duties and registration fees.
• Lodging documentation with the Companies Registration Officer.

If you opt for our Corporate Services Package we can also provide a Registered Office and resident Company Secretary for your limited company.

What you receive after setting up your new business

The set of corporate documents for a limited company in Ireland will always include:

1. Minutes of the first inaugural meetings (showing all appointments of officers and allocations of shares)
2. Copies of the Memorandum of Association and Articles of Association
3. Original Certificate of Incorporation
4. Copy of the Declaration of Compliance
5. Share Certificates for each shareholder specified, plus two blank certificates

Additional documentation may include share transfer forms or declarations, special powers of attorney, additional corporate resolutions.

5 Advantages to Setting up a Limited Company in Ireland

1. Irish Limited Companies benefit from one of the most competitive tax rates in the world. Limited companies in Ireland pay zero Corporation Tax for three years on taxable profits less than €320,000
2. A Limited Company gives a greater degree of business credibility. Operating your business as a limited company is more credible and prestigious than operating as a sole trader. Furthermore, the company’s name is protected and incorporation protects the name from use by another limited company.
3. A Limited Company limits the risk to which all shareholders are exposed. A limited company is a legal form of a business organisation, which is classed as an entity that is separate and distinct from the individuals who run it; for sole traders and for people in partnerships, the individuals’ personal assets are at risk if there is a claim against the organisation but shareholders in a limited liability company are only liable to lose the value of the share capital to which they subscribe.
4. A Limited Company has a greater ability to raise finance. Limited companies have flexible borrowing powers, can raise capital by selling shares, and can apply for finance under the Business Expansion Scheme. Employees can also acquire shares and their rights as shareholders are clearly defined and protected.
5. A Limited Company has a less brittle management structure. The company can continue to trade despite the death, resignation or bankruptcy of members. The appointment, retirement or removal of a director is straightforward.

Important Information about Incorporating a Limited Company in Ireland

• Directors must be individuals aged 18 years of age or over.
• A minimum of one director is required one of whom must be resident in the EEA.
• Irish companies are required to have a company secretary who has the legal duty of filing all required documents and accounts ensuring that the Companies Act 2014 are complied with. The Company Secretary may be an individual in which case their personal details are required, or a Corporation in which case details provided of its name and their registered office address. If you do not have a director resident in Ireland we strongly recommend that our Ireland agent be appointed company secretary. The incorporation documents require a statutory declaration which is required to be carried out in the State. As an officer of the company we can carry out this requirement without the need for one of the directors to travel to Ireland or visit an Irish Embassy to validate their signature. As secretary we can also sign any filing requirement you may have.
• The company must at the time of incorporation classify the principal activity of the company using the NACE classification for its economic activities.
• Irish law states that all limited companies must have an official company seal.