If you’re a director of a company in Ireland, you need to know about the Companies (Corporate Enforcement Authority) Act 2021. One of the most significant changes this act introduced recently is the requirement for directors to disclose their PPS numbers (or equivalent) on specific forms submitted to the Companies Registration Office (CRO). This blog post aims to guide you through the new CRO requirements for Director’s PPSNs so that you can comply with the law and avoid any penalties.
In Ireland, a Personal Public Service (PPS) number is a unique reference number that helps people access social welfare benefits, public services, and information. The PPS number consists of seven numbers followed by one or two letters, and it is given to individuals who were born in Ireland after 1971, started working in Ireland after 1979, are receiving social welfare payments, or are participating in the Drugs Payment Scheme. PPS numbers are also issued to non-residents who have dealings with specific Irish Government organizations, such as the Revenue Commissioner.
Your PPS number is required by law for certain transactions and services in Ireland. For example, it is necessary to access social welfare benefits, public services, and information. Additionally, under the Companies (Corporate Enforcement Authority) Act 2021, directors of a company are required to include their PPS number in certain applications, annual returns, and notices of change. Failure to comply with this requirement is considered a category 4 offence.
Starting from 23rd April 2023, all directors of Irish companies are required to include their PPS numbers on specific CRO forms. However, since a significant number of these directors are non-residents of Ireland, many of them may not have a PPS number. To prevent overwhelming the Department of Social Protection with PPS number registration requests, the CRO has introduced its own identification number called a “VIF” or “Verification of Identity for CRO and RBO”.
This will be an alternative to a PPS number and can be obtained directly from the CRO. This VIF number will also be interchangeable with the RBO number, which is currently required for registering beneficial ownership on the Register of Beneficial Ownership. From 23rd April 2023, both numbers will be merged into a single unified system. This approach will help to reduce pressure on the Department of Social Protection and facilitate easier compliance with the new requirements.
Directors of companies without a PPS number or an RBO number may face delays when submitting specific forms to the CRO. This is because the CRO will mandate the inclusion of a PPS/RBO/VIF number on all A1s, B1s, B10s, and B69 forms. Directors without a PPS or RBO number must go through the VIF process, which may cause delays in the incorporation process or submission of annual returns, the appointment of incoming directors, or resignation filings.
The VIF process requires directors to apply for a Verification of Identity for CRO and RBO number from the CRO. In addition, the PPS or RBO particulars must match those held by the Department of Social Protection. If the particulars do not match, the forms will be returned to the presenter, causing further delays. The incorporation of a company may now take longer due to this extra step, and wait times for incorporating a company may increase.
Overall, the new requirements for PPS, RBO, or VIF numbers may result in delays for directors who do not currently hold a PPS or RBO number. It is important for directors to comply with these new regulations to avoid further delays and ensure the timely filing of forms with the CRO.
The new requirement for directors in Ireland to state their PPS numbers or VIF numbers on certain CRO forms aims to enhance security and protect directors’ identities from potential theft or misuse. It ensures that no director can be appointed to the CRO without identifying themselves using their PPS number or VIF number. This requirement also helps tidy up the CRO’s large database by tying individuals with multiple records together. The downside, however, is that the process of acquiring a PPS number or VIF number may cause delays in the incorporation, appointment, or resignation of directors, which can affect the filing of A1s, B1s, B10s, and B69s.
To register for a PPS number with the Department of Social Protection, directors need to verify their identity and residential address. Once they obtain an RBO number, they must complete a BEN2 form with personal details such as name, address, date of birth, and residential address. The certification process for the BEN2 form varies depending on the person’s location.
In the case that the person is located within Ireland, they can appoint a commissioner for oaths or any other individual who can make statutory declarations to certify the BEN2 form on their behalf. However, if the person is outside of Ireland, they must engage a registered notary to verify the information on the BEN2 form. Once the BEN2 form is certified, it is submitted to the RBO and the RBO issues a number upon receipt. The BEN2 process is currently used, but the VIF process will soon replace it when the VIF application process becomes available.
The CRO verifies information provided on forms containing PPS, VIF or RBO numbers by cross-referencing the details against records held by the Department of Social Protection or their own database. If the provided information matches, the filing is accepted for submission.
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