What's New 2019
CURRENT PROCESSING DATES
CHRISTMAS/NEW YEAR - PUBLIC COUNTER OPENING HOURS
Because of the disruption caused to services over the holiday period, where the deadline for filing falls between Tuesday 24th December 2019 and Thursday, 2nd January 2020, (both dates inclusive), annual returns will be treated as received on time if submitted electronically by midnight on Wednesday, 2nd January 2020.
52,968 companies registered with the CRO had an annual return date of 30th September 2019 and a filing deadline of 28th October 2019. As the 28th fell on a bank holiday weekend, peak filing date for 2019 was Tuesday 29th October.
It has been two years since the introduction of electronic filing for the submission of Annual Returns and associated financial statements. We are pleased to report that 98% of companies filed on time. Only 1,052 companies did not file on time. Mandatory e-filing and uploading of associated financial statements have contributed greatly to the increase in compliance. Information providers across the CRO were steadily busy in the week leading up to the peak with the majority being filed on Friday 25th October and Tuesday 29th October on both CORE or via software packages.
To avoid late filing fees or loss of audit exemption presenters should now ensure that the correct financial statements are uploaded, the signature page is signed and dated, all relevant documentation is delivered to the CRO 28 days after the B1 is submitted.
CRO ACCOUNT HOLDERS
CRO Account holders should ensure that there is sufficient money in their account to cover the transaction before submitting their documents.
THE DEADLINE FOR FILING BENEFICIAL OWNERSHIP DETAILS IS FAST APPROACHING
The Register of Beneficial Ownership of Companies and Industrial & Provident Societies (RBO) was established by Statutory Instrument 110/2019 and opened on 29 July 2019. Under the SI, companies and societies have until Friday 22 NOVEMBER 2019 to file their data with the RBO.
Failure to complete the required filing by 22 NOVEMBER may result in the company/society being prosecuted and fined. Filing of beneficial ownership data can be done online through a portal in the RBO website - www.rbo.gov.ie. No information can be filed with the RBO on paper and there are no filing fees.
Further information can be found on the RBO website - www.rbo.gov.ie
BENEFICIAL OWNERS WHO DO NOT HAVE A PPSN
The Registrar of Beneficial Ownership is obliged by law to verify the identity of beneficial owners in order to comply with the EU’s Fourth Anti-Money Laundering directive that requires the register to be “adequate, accurate and current”.
For beneficial owners who do not have a PPSN, the Registrar has determined that the Form BEN2 - Declaration as to Verification of Identity - will be the method used to verify the person’s identity.
CHRISTMAS 2019 DEADLINES - NEW COMPANIES
FOR INCORPORATIONS, CHANGE OF NAME RE-REGISTRATIONS AND COMPANY NAME RESERVATIONS
The CRO cannot guarantee that submissions received after the dates set out below will be processed before the Christmas break.
Over many years the CRO has issued credit notes to customers in place of cash refunds.
Following legal advice received by CRO, and as part of CRO`s to intention to move to a full epayments based system for all monies charged and received from customers, it is the CRO`s intention to phase out the acceptance of historic credit notes.
This will commence on 1st January 2020 and be implemented on a rolling six year basis.
Thus, all credit notes issued by CRO dated prior to 1st January 2014 will not be honoured as payment from customers for either charges for services or customer account receipts, from that date.
ANNUAL RETURNS - OCTOBER PEAK
There are over 52,700 companies with an annual return date of 30th September and a filing deadline of 29th October. If you are filing an annual return in respect of one of these companies, you are requested to ensure that your correctly completed annual return is delivered to the CRO on-time. The only way of doing this is by filing online. Please allow enough time to carry this out in advance of your specific deadline, including the delivery of the signature page.
NOTE: Where the 28 day filing period expires on a Saturday, Sunday or public holiday, the 28 day period is extended to the next working day.
To facilitate the implementation of PSD2, a European law which came into force recently to make it more secure for consumers to make electronic payments online, CRO had to make changes to our payment page, by adding 6 new fields. We are aware that some Core users have been having difficulties with these new fields and are encountering errors when trying to pay online.
Please ensure that you fill in details in all 6 fields (Address 1, Address 2, City, Postcode, Country and Phone Number) to avoid errors and proceed with payment. The inputting of some special characters into the fields will cause errors and prevent the credit card entry screen from loading, for instance the phone number field does not accept brackets “(“ “)”. Any non-alphabetic/non-numeric characters apart from quotes and hyphens for the addresses should be avoided.
Taking Care of Business - 2nd October Athlone
More than 25 State bodies and services will be available to offer free expert advice and information to SMEs, start-ups and entrepreneurs at Taking Care of Business, a free one-stop-shop event taking place on Wednesday, October 2, in the Sheraton Hotel, Gleeson Street, Athlone. The event runs from 8.15 am to 1.30pm. Register, free of charge, now at Taking Care of Business.
This Government of Ireland initiative is organised by the Department of Business, Enterprise and Innovation in conjunction with the Health and Safety Authority and the Food Safety Authority of Ireland.
Maintenance - CRO Systems
Due to essential maintenance, almost all online services, i.e. CORE filing, Company Search and Purchase of Documents will be unavailable for two hours from 5pm Friday 20th September, 2019.
The Register of Friendly Societies online system will be available during the essential maintenance works.
Apologies in advance for any inconvenience caused.
Getting Ireland Brexit Ready
With little over a month to go to Brexit, it is important that you ensure you are fully prepared and take all possible actions now to prepare in order to protect your business and employees. There are steps your business can take to manage change and minimise any disruption and cost to your business. There are many unknowns with Brexit, but whatever happens, it will bring change to the way we do business with or through the UK and companies need to prepare as much as possible for this change, regardless of location, size or sector.
You can access the Brexit Preparedness Checklist which identifies the essential actions that firms can take in advance of 31 October to ensure that they will still be able to trade with or through the UK after it leaves the EU. The checklist includes a list of the Government advice and financial supports available to companies in their preparations for Brexit. It also includes contact details for the relevant Agencies who can provide the necessary guidance and support to firms. You are encouraged to contact them and see how they can help you.
For further information on Government support and advice, please visit www.gov.ie/brexit or read the Government’s “Getting Ireland Business Brexit Ready: Practical Steps Guide” that sets out the nine practical steps to take to ensure that businesses are as prepared as they can be.
Registry of Friendly Societies
The Registry of Friendly Societies (RFS) now has a YouTube channel available with information on how to submit an annual return online/how to order documents online etc.
Wednesday 28th Aug - CORE - RESOLVED
Unfortunately we experienced problems with the online filing facility (CORE) and in particular the uploading of financial statements to annual returns - Wednesday 28th August 2019. The issue has now been resolved and we are sorry for any inconvenience caused.
Review of Business Names Act 1963
The Department of Business, Enterprise and Innovation is reviewing the Registration of Business Names Act 1963. As part of the review process, the Department is seeking submissions from interested parties. The deadline for submissions is 5pm on Tuesday, 10 September 2019.
Tuesday 6th August 2019
Problems with Online Services
There are problems with the online services provided by the CRO - Company Search, CORE filing etc today. (Tuesday 6th August). We hope to rectify the problem quickly and restore services. We apologise for the inconvenience. UPDATE Wed August 7th: - The issues with the site have now been resolved. We are sorry for the problems caused.
Registry of Beneficial Ownership
The Registrar of Companies has been appointed as the Registrar of Beneficial Ownership of Companies and Industrial & Provident Societies with effect from 29 July 2019. Accordingly, the RBO is now open to accept filings.
Filing of beneficial ownership data can only be made on-line through a portal on the RBO website at www.rbo.gov.ie. There are no paper forms and no filing fees involved. Companies and societies will have until Friday 22 November to file their data with the RBO without being in breach of their statutory duty to file. The RBO will write to each company and Industrial & Provident Society about their filing obligations in the coming days.
CENTRAL REGISTER OF BENEFICIAL OWNERSHIP OF COMPANIES AND INDUSTRIAL & PROVIDENT SOCIETIES (RBO)
The opening of the Central Register of Beneficial Ownership of Companies and Industrial and Provident Societies has been postponed temporarily. Further updates will be provided by means of the CRO Newsletter, RBO website (www.rbo.gov.ie), e-mails to stakeholders and through the RBO Twitter account (www.twitter.com/RBO_ie). The RBO will also contact each company and Industrial & Provident Society (I&P) individually before the Central Register opens.
WHERE TO FIND INFORMATION IN RELATION TO THE RBO
Comprehensive information on the RBO is available on the RBO website www.rbo.gov.ie in the form of a detailed FAQ document - https://rbo.gov.ie/faqs.html. If a customer cannot find an answer to a query in the FAQs, they should send their query to the RBO mailbox: firstname.lastname@example.org.
RFS Annual Report 2018
The Registry of Friendly Societies Annual Report for 2018 is now available from the RFS Publications webpage.
Restoration documents and objections to strike-off (H16/H17 forms) can be filed directly with Enforcement Section in Bloom House. Please forward signature pages (annual returns for dissolved companies) directly to the Enforcement Section, CRO, Bloom House, Gloucester Place Lower, Dublin 1 with regards to a restoration application. This will speed up the registration process.
CRO Annual Report 2018
The Companies Registration Office annual report for 2018 is now available from the Corporate Publications webpage.
The CRO are in the process of a digital transformation of all the registers under its remit.
Phase 1 with the Registry of Friendly Societies is complete. We are now moving to digitalise the Limited Partnerships Register. While the applications will remain paper based for the time being, it will be possible or order copies of documents online.
Unfortunately, for a short period until the other registers are complete it will not be possible to pay for Limited Partnership applications (LP1, LP2, LP3, LP4, P1) using CRO customer account. These documents should be paid for by cheque. We apologise for any inconvenience caused and will update customers as soon as possible regarding other payment methods.
Central Register of Beneficial Ownership (RBO) Website
The new website for the Registry of Beneficial Ownership has now launched: https://rbo.gov.ie/
The RBO is the central repository of statutory information required to be held by relevant entities in respect of the natural persons who are their beneficial owners/controllers, including details of the beneficial interests held by them.
Relevant entities are:
Filing of beneficial ownership data with the RBO must be done through an on-line portal which will open on this new website on 22 June 2019. There are no paper forms or filing fees involved and the RBO office is not open to the public.
The RBO website is designed to give companies and societies as much information as possible to assist you in meeting your beneficial ownership filing requirements. There is a comprehensive Frequently Asked Questions (FAQs) and search facility on this website which will help guide you through your beneficial ownership filing requirements. The information provided in the FAQs does not constitute legal advice and, if in doubt, companies/societies should obtain their own legal advice.
CRO WEBSITE/DATABASE MAINTENANCE - Friday 12th April
The CRO is carrying out maintenance to our website and database on Friday 12th April 2019. This will result in the online services being inaccessible from 1pm until approximately 1.30pm on Friday 12th. All our online services including CORE, Company Search, Open Services will be unavailable at this time.
We regret any inconvenience caused to the public during this essential maintenance. Thank you for your cooperation
Article 30(1) of the EU’s Fourth Anti-Money Laundering Directive (4AMLD) requires all EU Member States to put into national law provisions requiring corporate and legal entities to obtain and hold adequate, accurate and current information on their beneficial owner(s) in their own internal beneficial ownership register. Article 30(3) of 4AMLD requires that the information referred to above be held in a central register in each Member State.
A Statutory Instrument, No 110 of 2019, to establish a Central Register of Beneficial Ownership of Companies and Industrial and Provident Societies (RBO) was recently signed into law by the Minister for Finance. A link to SI 110/2019 is provided here: http://www.irishstatutebook.ie/eli/2019/si/110/made/en/pdf.
This legislation provides for the appointment of a Registrar of Beneficial Ownership of Companies and Industrial & Provident Societies. The intention is that this function will be given to the Registrar of Companies. Statutory Instrument No 560/2016, which required all corporate and legal entities to hold adequate, accurate and current information on their beneficial owner(s) in their internal register, has been revoked and replaced by SI 110 of 2019 with immediate effect.
Part 3 of the SI, which relates to the establishment of the central register, will come into operation on 22 June 2019.
In accordance with the SI, the RBO will begin to accept on-line filings from 22 JUNE 2019, after which there will be five months for companies and I&Ps to file their RBO data without being in breach of their statutory duty to file.
The office of the Registrar of Beneficial Ownership (RBO) will contact each company and I&P about their filing obligations in the coming weeks.
An RBO website will be launched on 29 APRIL which will provide further information to customers. A template of the data to be entered into the RBO is provided. Template of data to be filed with the RBO.pdf. Queries in relation to Statutory Instrument No 110 of 2019 should be sent to email@example.com.
CRO Search Facility - Problems 3rd April 2019
We are aware of some technical issues with the CRO Search Facility today. Thank you for your patience while we work on the problem. We will update you as soon as it is resolved. UPDATE - 11.54am - emails are now back issuing and the search facility is available again - apologies for the inconvenience caused.
Domestic merger – change to SAP 206 form
The SAP 206 form, which is a statutory declaration made under the terms of section 206 of the Companies Act 2014, has been amended with a view to making it more user friendly for Companies to use. In addition to the standard section 206 requirements the new information requested allows the presenter to:
The form is available from CRO Forms. Filing Fee is €15.00.
Cost of manual post incorporation forms v electronic versions
There are some forms that are available in both manual and electronic form. In the main it is cheaper or even free to file the electronic online form rather than the manual version. For example, you can file a G1 (Special Resolution) for €15 and an associated Constitution for €15 – however, you can file both for free online. The same applies to a G2 (Ordinary Resolution) which costs €15 to file manually but is free online. Any queries please contact our information line on 1890 220 226.
Use of the Annual Return Number when filing unaudited financial statements
Please note that there is no requirement to insert an ARN into a B1 Form (Annual Return) unless you are filing audited financial statements. It may occur that a financial package that you are using auto-fills an ARN inadvertently and this is subsequently submitted to the CRO. All such annual returns will be sent back to the presenter in question and cannot be accepted by the CRO.
CRO WEBSITE/DATABASE MAINTENANCE - Saturday 2nd March
The CRO is carrying out maintenance to its website and database on Saturday 2nd March 2019. This will result in the CRO website and database being inaccessible from 10am until approximately 2pm on Saturday 2nd March. All our online services will be unavailable at this time. We regret any inconvenience caused to the public during this essential maintenance. Thank you for your co-operation.
What happens if the UK leaves the European Union without a deal in place?
If the UK leaves the European Union without any deal in place, companies which have only UK resident directors will be required to comply with section 137 Companies Act 2014. This is the requirement to have an EEA-resident director. Please see webpage.
Public Consultation on Limited Partnerships
The Department of Business, Enterprise and Innovation is reviewing the Limited Partnerships Act 1907. As part of the review process, the Department is seeking submissions from interested parties. The deadline for submissions is close of business on Friday, 1 March 2019.
Prepare for Brexit
Government Departments, enterprise agencies and regulatory bodies have a range of supports covering advice, finance and upskilling to help your business navigate its way through Brexit. With just months to go to the UK withdrawal from the European Union, understanding the potential implications is a key first step in developing your Brexit contingency plan. Please see Department website. This website has a number of links to advice regarding the change and also links to financial supports available, information on Upskilling and information for the retail sector.
When filing the annual return, please remember that the signature page cannot be submitted prior to the upload of the financial statements. The signature page is in reference to the financial statements so the statements must be uploaded before the completion of the submission process.
If an annual return is non-compliant:
Copyright 2019 Public Office Address: Companies Registration Office, Bloom House, Gloucester Place Lower, Dublin 1. Phone: +(353 1) 8045200
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