Audit Exemption – New Rules for Late Annual Returns July 2025.

Important changes regarding the small audit exemption in Ireland

Section 22 of the Companies (Corporate Governance, Enforcement and Regulatory Provisions) Act 2024 was officially commenced on 16 July 2025, bringing welcome relief to small, micro, and dormant companies that miss their annual return deadlines.

What’s Changed?

Under the previous legislation, any company that filed its financial statements late would automatically lose its entitlement to audit exemption for the following two financial years. This rule applied regardless of the company’s size or filing history.

However, the newly enacted provisions introduce a more lenient approach. Now, small, micro, and dormant companies will only lose their audit exemption if they file late more than once within a five-year period. In other words, audit exemption is no longer lost after a single late filing.

Effective Date

These changes apply to annual returns filed after midnight on 15 July 2025. Any late filings submitted before this date will still be subject to the previous rules under the Statutory Audit Act 2018, meaning an audit will be required for the next two financial years following the late filing.

What Does This Mean for Your Company?

If your company qualifies as small, micro, or dormant and you’ve missed your annual return deadline for the first time after the enactment of the new legislation, you will not automatically lose your audit exemption.

However, if your company files late a second time within five years, the audit exemption will be lost for two financial years.

Late Filing Fees Still Apply

It’s important to note that while the rules around audit exemption have been relaxed, late filing penalties remain unchanged. Companies must continue to file annual returns on time to avoid these fees and remain compliant with the Companies Act 2014.

Does This Apply to Your Late Filing?

Filed late before midnight on 15 July 2025?
The old rules apply – your company will require an audit for the next two financial years.
Filed late after midnight on 15 July 2025?
The new rules apply – audit exemption is retained unless there’s a second late filing within five years.

If you’re uncertain about the current audit exemption status of a specific company, it’s advisable to contact the Companies Registration Office for confirmation as to what rules apply to the company.

For more information on these changes (along some frequently asked questions) please click below to download our factsheet.

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Disclaimer: This article is for general informational purposes only. All content is provided in good faith; however, we make no representation or warranty of any kind regarding the accuracy, adequacy, validity, reliability, availability, or completeness of any information. All or any information is subject to change. This post does not constitute legal, financial, or professional advice. Always seek the advice of a qualified professional or legal advisor with any questions you may have. CFI are not liable for any loss or damage arising from your use of the information contained in this Article.

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Audit Exemption – New Rules for Late Annual Returns July 2025.