How To Set Up A Limited Company In Ireland; Simplified in 10 Steps

Step-by-step guide to setting up a business in Ireland

  • Step 1: Develop a business idea and draft your business plan
  • Step 2: Choose your company type, name, and location
  • Step 3: Select and appoint Director(s) and Company Secretary
  • Step 4: Set up Constitution – Principle Activities
  • Step 5: Fix authorized and issued share capital of the company
  • Step 6: Company registration process with the CRO
  • Step 7: Revenue registration
  • Step 8: Setting up a business bank account
  • Step 9: Obtaining a tax number
  • Step 10: Obtain necessary licenses and start trading

In this blog post, we aim to provide comprehensive guidance on registering a new company in Ireland. We’ll outline the steps involved and demystify the essential regulations and protocols necessary for opening your business within Ireland’s jurisdiction. Whether you’re an aspiring entrepreneur with a groundbreaking concept or merely intrigued by the opportunities available, continue reading to learn how to turn your aspirations of owning an Irish business into reality.

Before going into the details, let’s see why you should choose Ireland as the primary destination for your new company.

Ireland is becoming a potential choice for those companies who are looking to reposition their European hubs from the UK. So, before we go into the process, let’s see why Ireland is at the top of the “LOCATION WISHLIST” for starting a new business or relocating an existing business.

  • Ireland is an English-speaking common-law country in the EU
  • The Companies Act 2014 makes it easier for a director to manage a company in Ireland
  • Ireland has a very transparent and robust judicial system
  • The country has a 12.5% corporate tax rate
  • Most of all, the quality and skilled workforce is extraordinary in the country

Now you have the reasons to start your business on this exquisite piece of land. So, let’s go through the important aspects that you need to know before you proceed with your company formation process.

So, the REAL QUESTION IS, How do I do that?

How can I start a new company in Ireland?

What is the process of registering a company in Ireland?

How much money is needed?

What’s the time period?

What documents are required, etc..etc.

Before embarking on setting up a company in Ireland, many prospective entrepreneurs wrestle with fundamental questions. These inquiries often revolve around selecting the appropriate business structure, such as deciding between a limited company or operating as a sole trader. Questions about potential tax advantages, associated risks, and other pertinent considerations frequently arise.

Great news! You can now put your worries to rest as we have conducted an extensive analysis and compiled a comprehensive, step-by-step guide on how to successfully start a new company in Ireland. In this article, you will get to know all the basic steps, processes, key aspects, and requirements that you need to be aware of before registering a new company or a business in Ireland.

How to Start a Company in Ireland; A Walk Around

Embarking on the journey of starting a company in Ireland involves a thorough process, whether you’re establishing it locally or from abroad. You will have a lot of questions in mind about starting a business in Ireland. Don’t worry, let’s brief you on the process.

Initially, you’ll need to determine the type of company best suited to your business goals while ensuring compliance with CRO regulations for a unique company name. Next is choosing the directors, shareholders, and a secretary, all of whom must meet specific eligibility criteria. Once the foundational elements are established, the focus shifts to defining the authorized and issued share capital and developing a comprehensive company constitution outlining internal regulations.

Following this, registration with the CRO and obtaining a tax number from the Irish Revenue Commissioners are the next important steps. Moreover, setting up a business bank account and registering for Value Added Tax (VAT) is indispensable for conducting business operations within Ireland, with additional licenses or permits required depending on your business’s nature to ensure full compliance with regulatory frameworks

To successfully go through these stages, it is advisable to seek the expert guidance and support of one of the top company formation experts in Ireland. Their expertise not only ensures a seamless and professional setup of your company in Ireland but also provides invaluable assistance in identifying and acquiring the most important documents you need to produce to proceed with your Irish company setup and positioning your business for success in the Irish market. By leveraging their knowledge and support, you can embark on your entrepreneurial journey with confidence, knowing that your company is established on a solid foundation of compliance and expertise.

Wondering how you can find a good chartered accountant in Ireland? Don’t worry! Let’s help you with that.

If you are planning to proceed with your new company formation, it is always recommended to seek professional advice from the best company formation experts in Ireland to help you with the process of setting up a company in Ireland smoothly and professionally. But it is also important that you should choose your accountant wisely. An accounting firm or an accountant who is experienced in company formation is always your best advisable choice for long-term mutual benefit.

So, now coming back to the point, let’s review the step-by-step process and everything in between involved in forming a new company in Ireland. Now, let’s get into the details.

Step 1: Develop a business idea and draft your business plan

Your business idea doesn’t necessarily have to be groundbreaking or unique within your industry. It is also possible to succeed by offering superior quality goods or services at a more competitive price point. The Local Enterprise Office (LEO) offers a valuable resource through its free Start Your Own Business program, designed to assist in refining and developing your business concept.

Whether it’s delivering a specialized service unmatched in the market or expanding your reach through online platforms or new geographic regions, there are numerous avenues to explore. Seeking advice from experienced professionals within your industry can also provide invaluable insights. So make sure you kickstart your entrepreneurial journey only after covering essential aspects such as business development, viability assessment, staffing requirements, and crafting a solid business plan.

Step 2: Choose your company type, name, and location

1. Choosing the type of your company.

Choosing the wrong company type is one of the most common mistakes people make while setting up their new business on Ireland soil. You have to decide the type of your Company based on the work you are about to perform. You have to be well aware of the different legal structures in Ireland and choose what suits your business more. The most common choices are either to be a sole trader, a partnership, or a company.

To become a sole trader, you must know the advantages and disadvantages of operating as a sole trader and register with the Revenue Commissioners for tax and PRSI. To become a limited company, first you have to register with the CRO. This process will take around 4-5 days to complete. Once your business is incorporated, you can register with Revenue for tax and you can also start a bank account in the name of the company.

The detailed lists of choices are as follows:-

  • Private company limited by shares (LTD): The most common and frequently used company type in Ireland where the members’ liability, if the company is wound up, is limited to the amount, if any, unpaid on the shares they hold.
  • Designated activity company (DAC): It has limited liability and must have at least two directors and a company secretary.
  • Company limited by guarantee not having a share capital (CLG): A public company type where the members’ liability is limited to the amount they have undertaken to contribute to the assets of the company, in the event it is wound up, not exceeding a specified amount and subject to a minimum of €1.00.
  • Public Limited Company (PLC): A PLC can have one member and no maximum limit on members. The liability of members is limited to the amount, if any, unpaid on shares held by them.
  • Establishment of an External Company (Branch): A foreign company may also establish an external company within the State. Any company that so establishes itself must register with the Irish Companies Registration Office (“CRO”) within 30 days of its establishment in the State.

2. Choosing your most suited company name

Choosing a business name to register a company in Ireland requires careful consideration of several important factors. First, you’ll need to make sure that your chosen name is available for registration by checking it against the Companies Registration Office (CRO) register to avoid similarity to other business names. Secondly, your business name should be relevant to your products or services and easily remembered and spelled. Thirdly, you may want to consider trademarking your business name to protect your brand and prevent others from using similar names.

Next is legal restrictions. There are legal restrictions on certain words and phrases that you cannot use in your business name, and the CRO website provides a list of restricted expressions. Also, your business name should be consistent with your brand image and messaging. Lastly, you should check the availability of your preferred domain name for your website, and seventhly, check if your business name is available as a social media handle on various platforms such as Facebook, Twitter, and Instagram.

In a nutshell, choosing a business name in Ireland involves considering its availability, relevance, trademark, legal restrictions, branding, domain name availability, and social media handles. You should first propose at least three potential company names. You must have a name that can be distinguished from other limited businesses previously listed with the Companies Registration Office (CRO) if you are a new limited company. Our company formation experts in Ireland will review those names based on the above considerations, communicate with the CRO, and help you to finalize the best available name for your business in Ireland.

3. Registered office of the company

Your registered office must locate within the boundaries of the Republic of Ireland. You can definitely choose your separate trading address but still, most of your official correspondence will be posted to this address. You can use your home address as the registered office of their company if you are an Irish-Resident Director(s).

Step 3: Select and appoint Director(s) and Company Secretary

The Director is in charge of managing the business. Irish Limited Companies must have at least one director who is an EEA resident. You can purchase a non-resident bond if you don’t have a director who resides in the EEA. This kind of insurance protects the business for two years against specific claims up to €25,000. This must be renewed every two years. A separate Company Secretary must be appointed if there is only one Director in a company in Ireland. If there are two or more Directors, one of them can serve as the company secretary. There are major duties that come with being a company secretary. Also, your business could be subject to harsh fines and penalties if you don’t have a trustworthy corporate secretary.

For the above roles, every Director and the Secretary must produce their photo ID proof as well as address proof in order to initiate the company formation process. Shareholders, being the person who possesses shares in the firm equate to ownership of a portion of it. The same individuals frequently serve as shareholders, directors, and/or company secretaries in startups and small firms.

To proceed with your company formation process, the below are the information required.

  • Full Name of all the Directors
  • Nationality of all the Directors
  • Usual residential address of all the Directors
  • Date of birth of all the Directors
  • Business occupation of all the Directors
  • Names of other Companies that the individual is a director of.

Other points to note:-

  • At least one of the proposed Directors of the company must be Resident within the European Economic Area (EEA)
  • They may enter into a ‘Section 137 Non-Resident Director’s Bond’ if your company has no EEA-resident director
  • All Directors must be a minimum of 18 years of age and must agree on incorporation that they understand these obligations.

Now moving to Share holders,

1. Share Holders

Shareholders are the real owners of a company. They must be a minimum of 18 years old. The number of shares issued must be divided in a way that reflects the proportionate ownership of the company.

The shareholders’ details required are:
• Full name of all the share holders
• Residential address of all the shareholders
• Amount of shares that are proposed to be held in the shareholder’s name.

2. Company Secretary

To ensure statutory obligations, Irish companies must have a Company Secretary. The Company Secretary must be responsible for maintaining the books of the company, and ensuring annual Returns are filed on time. This position can be filled by either one of the company directors or by a separate individual or a corporate entity. Please note that if your company has only one director, you have to appoint a separate Company Secretary. Know more about the duties and responsibilities of a company secretary in Ireland.

3. Authorized and Issued Share Capital

The amount of shares a company can call upon if required is termed the Authorized (Nominal) Share Capital of the company. The number of shares that have been allotted and paid for by the shareholders is the Issued or paid-up share capital. 

Step 4: Set up company constitution – Principle Activities

Your company is supposed to select a ‘NACE’ code before incorporation. The Companies Act 2014 introduced a Constitution for Private Limited Companies (LTD) which replaced the Memorandum and Articles of Association. This will allow you to trade in any legal business that you want to.

Step 5: Fix authorized and issued share capital of the company

The quantity of shares you are permitted to give, both now and in the future, is known as the authorized shares. The number of shares that have actually been distributed and paid for are known as issued shares. Individuals who purchase shares are known as shareholders. These are the individuals who own your business. If you’re starting a business on your own, you’ll probably grant yourself the 100 shares, making you the only proprietor of the business. If a company has two shareholders who each own 50 shares, they each own 50% of the business.

Step 6: Company registration process with the CRO

After you have completed all the above steps, your accountant will submit all the signed documents as well as the supporting proofs to the CRO. The CRO will review those and come up with a final decision with in a span of one or two weeks, depending up on the queue. After successfully verification of the CRO, you will be issued a Company Incorporation Certificate by email.

Step 7: Obtaining a tax number

In Ireland, the process for obtaining a tax number for your newly registered business depends on the type of business structure you have chosen. If you have registered a sole trader or a partnership, you can use your Personal Public Service (PPS) number as your tax number. You can apply for a PPS number at any Intreo Center, Social Welfare Local Office, or Citizen Information Center. You will need to provide proof of identity, such as a passport or driving license, and proof of address, such as a utility bill or a bank statement.

If you have registered a limited company, you will need to obtain a separate tax number called a Tax Registration Number (TRN). You can apply with the help of one of the best accountants in Dublin. You will need to provide details about your company, such as its name, address, and nature of business. Our accountants in Dublin 15 can help you register for these taxes by completing the relevant registration forms and sending them to the Revenue Commissioners.

It is important to note that you must register for taxes within the specified timeframe, which varies depending on the tax. Failure to register on time may result in penalties and interest charges.

Step 8: Setting up a business bank account

Now it’s time to open your official bank account for your business. You need to make sure that your accountant has completing filing the Beneficiary Ownership Registration before you proceed with your bank accounts.

Step 9: VAT registration

Once you have obtained your tax number, you will need to register for the relevant taxes with the Revenue Commissioners, such as Value Added Tax (VAT), Pay As You Earn (PAYE), and Corporation Tax (CT), depending on your business activities.

Step 10: Obtain the necessary licenses and start trading

This step varies according to your nature of business. Various types of business licenses may be required in Ireland depending on the type of business you operate and the industry you work in. Here are some of the different types of important business licenses in Ireland.

  • Trading license: A trading license is required by businesses that operate from a premises, such as retail stores, restaurants, and pubs. This license is issued by the local authority where the business is located
  • Health and safety licenses: Businesses that deal with food, chemicals, or hazardous materials may require health and safety licenses. These licenses are issued by the Health and Safety Authority (HSA)
  • Alcohol license: Businesses that sell or serve alcohol, such as pubs and off-licenses, require an alcohol license. This license is issued by the Revenue Commissioners
  • Gaming and lottery license: Businesses that operate gaming machines or lotteries require a gaming and lottery license. This license is issued by the Revenue Commissioners
  • Taxi license: Businesses that operate a taxi service require a taxi license. This license is issued by the National Transport Authority (NTA)
  • Financial services license: Businesses that offer financial services, such as banks, insurance companies, and investment firms, require a financial services license. This license is issued by the Central Bank of Ireland
  • Planning permission: Businesses that plan to build or modify a premises require planning permission. This permission is issued by the local authority where the business is located.

If you have any queries about company formation, or you want quality practical tips for winning a business loan from a bank in Ireland or looking for business development, don’t hesitate to speak to our company formation experts in Dublin 15 for a detailed consultation. TALK TO OUR ACCOUNTING EXPERTS RIGHT NOW | Call us at (087) 225 7706, 01 441 6919, or email us at Info@tascaccountants.com for any assistance.

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