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7 Tips on Keeping Your Limited Company Compliant
When you incorporate a limited company in Ireland, one of your main concerns should to be to keep the company (and directors) fully compliant from a legal, company secretarial, taxation and accounting perspective. With the level of corporate regulation continuously increasing in Ireland, it is of vital importance to the company and its officers to ensure all such legal responsibilities are met. If you are the director of an Irish company, these tips from Andrew Lambe of Company Bureau Formations Limited can help you and your company stay on the right track.
Hire a good Accountant
One of your main priorities as a business owner is to oversee your company’s accounting and tax obligations. A good Accountant is worth their weight in gold, and can take a huge burden off your shoulders. They can take care of your company’s annual returns, payroll, VAT returns, CT returns and statutory annual accounts. It is vital that you choose a dependable Accountant to carry out these tasks as mistakes can be costly.
Ensure your company secretary is capable and keep your statutory registers up to date
By law, every Irish company is required to appoint a company secretary. The main duties of a company secretary are to ensure that the company complies with the law, manage the company’s daily administration and any additional duties that company directors may delegate. Whilst there is no qualification requirement for this role, it is important that your company secretary possesses the skillset and knowledge required to keep your company compliant.
The secretary will generally maintain the statutory company registers, which are required to be maintained under the Companies Act. The statutory registers include the register of directors and secretary, members, beneficial owners, transfers, directors and secretary’s interests and debenture holders.
Know your dates and put your company on a ‘watch list’
Once your company has been incorporated, it is good practice to add your company to a ‘watch list’. A watch list will remind you via email that your company’s Annual Return Date is approaching and it will alert you should any changes be made to the company at the Companies Registration Office. Core.ie provides this service free of charge once you register with them.
Understand your role as a director
Company directors' have a wide range of responsibilities which can be quite diverse. Company directors have to comply with the Companies Act 2014 and have duties under Common law. If a director is found to have breached company law, he or she can be liable to penalties that can range from a fine up to €500,000 or a maximum jail sentence of 10 years. There are different categories of offences ranging from 1-4 under the Companies Act.
To avoid such circumstances, company directors should become familiar with the responsibilities and duties of the role. Information can be found on both the CRO and ODCE websites.
Know the requirements for company letterheads and websites
One requirement that often gets overlooked is the requirement for Limited companies to list their full legal title on company letterheads. This includes the company name, company number and registered office address. As well as this, the company directors must also be listed by name in the footer. Both forename and surname must be included and the nationality in brackets beside any director who is in not Irish.
Company websites are another location where a company’s details must be displayed. This includes the company name, number and place of registration. This must be located on the website’s homepage or must be on an alternative web page that is to linked to from the homepage which is easily accessible.
If you have a database of customers or potential customers, it is important that you are aware of your requirements under Data Protection legislation.
Keep minutes of meetings and have an AGM
Keeping minutes of directors’ meetings is a requirement under the Companies Act and is prudent to ensure key decisions and matters are noted and dealt with. The Annual General Meeting (AGM) is a meeting of shareholders (and directors) of a company where they have the opportunity to ask questions and get information about the company. Whilst this is no longer a legal requirement for most companies, it is a good idea to ensure this takes place. It is usually the duty of the secretary to call the AGM and give 21 days’ notice to the members.
Know what other legislation is relevant to your business
Depending on what industry you operate in, there may be other legislation that you need to comply with. For example, directors of construction companies need to comply fully with health and safety legislation. Should you have employees, it is very important to have a staff handbook to cover legislation and have policies on dignity and respect at work, whistleblowing, leave, health and safety, internet usage, etc.
Some business types will require a licence to operate. Such businesses include Accountants, Solicitors, Travel Agents, Recruitment Agencies, Betting shops and high value goods dealers. If you are unsure of your specific business obligations, it may be worth consulting a Solicitor.
Please be aware that all of the views expressed in this Blog are purely the personal views of the authors and commentators (including those working for AIB as members of the AIB website team or in any other capacity) and are based on their personal experiences and knowledge at the time of writing.
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