Company Secretarial Maintenance
Our “Company Secretarial Maintenance Service” is a service which is designed to keep your company compliant with its statutory filing requirements and mitigate any risk of incurring late filing penalties, losing the right to claim audit exemption (if applicable), court imposed fines or indeed the risk of being struck off.
We ensure that we prepare the company’s annual return in good time, and liaise with all relevant parties e.g. the auditors, to ensure that annual returns are filed on time and without penalty. We are sufficiently confident of the service that we provide, we even offer “a guarantee” that we will pay any late penalty or fine issued against the company and/or its directors due to any inadvertence on our part.
With an average of 7,000 companies being struck off every year it is now more important than ever to ensure your company is up-to-date and fully compliant.
Every company must have a Company Secretary. The secretary may be one of the directors of the company, but where there is a single-director company (LTD company type only), the secretary must be separate from the sole director.
The company secretary is appointed by the directors of the company and the directors must ensure that the person appointed has the skills and resources necessary to discharge their statutory duties.
CFI can provide one of our in-house companies to act as secretary for the company and several persons based in our offices are authorised to sign for this company if necessary.
Section 137 Bond in lieu of a resident EEA director
Section 137 of the Companies Act 2014 states that an Irish registered company is required to have at least one director resident in the European Economic Area (EEA). The EEA consists of all 27 member states of the EU as well as Iceland, Liechtenstein and Norway.
Section 137 (2) offers the alternative of taking up a Bond to the value of €25,000 in place of the Resident EEA Director. So having the Bond in place effectively exempts companies registered in the Republic of Ireland from the requirement to have a Director who is resident in the EEA.
Annual Returns and Accounts
An Annual Return (B1 Form) is a document setting out prescribed company information which is required to be delivered by the company to the CRO at least once a year. The B1 must be accompanied with the documents required by CA 2014 to be annexed to it, which for the majority of companies are the financial statements.
Every company has a statutory Annual Return Date (ARD). This is the latest date in the year that the annual return can be made up to. The ARD is the anniversary of the ARD in the previous year (unless the company changes it) and for new companies it is fixed as a date six months after their incorporation.
Failure to file your annual return within 28 days of your ARD can result in late filing penalties being imposed (€100 + €3.00 per day) and a loss of audit exemption.
Six Month Annual Returns
Companies have a statutory Annual Return Date (ARD). This is the latest date in the year that the annual return can be made up to. The ARD is the anniversary of the ARD in the previous year (unless the company changes it).
For new companies it is fixed as a date six months after their incorporation. In other words if your company is incorporated on 30th December 2016 you will need to file a Six Month Annual Return made up to 30th June 2017.
No financial statements need to be affixed to your six month annual return, however failure to file within the 28 days from your ARD will still result in late filing penalties of €100 + €3.00 per day being levied by the CRO.
The Companies Act 2014 extends the previous legislation and, providing that certain requirements are met, allows additional company types to avail of the exemption from having their financial statements audited. It is important to note that this does not exempt these companies from the statutory requirement to prepare financial statements, lay them before the company’s AGM and file them with the annual return.
There are two kinds of audit exemption:
- Small Company/Group Audit Exemption
- Dormant Company Audit Exemption