Terms and Conditions
Terms and Conditions Applicable to Filing Documents Wholly In Electronic Form With the CRO
CRO Notice: ECA 1Date of Issue: 15 July 2002
Introduction
A. For the purposes of the filing of CRO forms/returns wholly electronically, pursuant to the Companies Acts 1963-2001 and to the Electronic Commerce Act 2000 (ECA), the Companies Registration Office (CRO) will accept documents in electronic form, signed, verified and filed in the manner set out herein.
B. While initially the only document in electronic form which may be forwarded to the CRO in the manner set out herein is the annual return (Form B1), these terms and conditions will also apply to any further CRO forms to which this system of filing may be extended in the future by the Registrar of Companies.
C. These Terms and Conditions are issued by the Companies Registration Office as a public body, pursuant to Sections 12 and 13 of the ECA, and should be read in conjunction with that Act and any other notices issued by the CRO pursuant to that Act. Filing Agents
D. Agents will be securely identified to the CRO system in a manner which will permit proof of the sender's identity for any document in electronic form which is delivered to the CRO. Agents will be assigned a number by CRO.
E. The number assigned will constitute a system of classification pursuant to Section 247 of the Companies Act 1990.
F. Applications by agents for such a number should be made on Form J1. Identification of Signatories
G. A company officer, i.e. director or secretary, who proposes to electronically sign documents in electronic form will be issued with an identification number (CRO ID) linked to his/her PPSN. The PPSN (Personal Public Services Number) is the new single identifier to be used by Irish citizens in their dealings with the State. In most cases, an individual's RSI number becomes their PPSN. The PPSN is used by CRO to uniquely identify individuals. It will not be disclosed by the CRO on any public document and remains confidential to the owner.
H. The CRO ID may be used by a company officer in correspondence with CRO for reference purposes. It will be required to be included in documents in electronic form sent by or on behalf of the officer to the CRO.
I. The CRO ID will constitute a system of classification pursuant to section 247 of the Companies Act 1990.
J. Officers will also be assigned a secret Personal Identification Number (PIN) as an electronic signature pursuant to section 13 of the ECA. It is the responsibility of the officer to ensure that his/her PIN is not misused, for instance affixed to a document in electronic form without his/her authority.
K. The identity set of CRO ID and PIN will be used by CRO to confirm that a document in electronic form has been correctly signed by a company officer.
L. The application for the issue of the identity set should be made by a company officer on Form J2. Authorisation of Agents
M. Officers will authorise in writing such agents as they propose to permit to file CRO documents in electronic form incorporating their identity set. The CRO will record individual agents as having been so authorised on behalf of individual company officers and will reject documents in electronic form filed by any person who is not so authorised. The CRO will retain written records of authorisations and of the termination of such authorisations.
N. An officer may authorise one or more agents to file documents in electronic form on his/her behalf. Only one identity set will be issued to the individual officer for use on all documents filed by all agents so authorised.
O. The authorisation of the agent applies to any document in electronic form which is filed by the agent using the identity set. It is a matter exclusively for the officer and the agent to manage the proper use of the identity set and to keep proper records of transactions and such written verifications as they require.
P. Where a CRO form, which is being electronically filed with CRO, contains the identity set of two or more officers, it is necessary for each officer whose identity set appears in the document to have authorised the filing agent who is filing the document in electronic form.
Q. The authorisation of an agent should be made by a company officer on Form J3. The agent must already have registered with CRO as a filing agent, using Form J1.
R. Any modification or termination of the authorisation of any agent should be made by a company officer using Form J4.
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