What's New 2017

CURRENT PROCESSING DATES

June

Companies (Accounting) Act 2017

The Companies (Accounting) Act 2017 has been passed by the Oireachtas and commenced on 9th June 2017 (with the exception of section 80). The Act amends or inserts a number of areas in the Companies Act 2014, principally Part 6 of the Act which deals with financial statements. Section 15 amends Part 6 of the Companies Act 2014 by inserting a new Chapter 1A (sections 280A – 280H) which provides for the criteria for companies to qualify as “small”, “medium” or “large”, and introduces the new “micro” category of company. Micro companies are very small companies and can qualify for abridgement and audit exemptions if eligible.

Delay in receipt of purchased documents - 26th June 2017

There is a problem with documents purchased from the CRO website and there will be delays in the issue of these documents. We hope to rectify this problem shortly and we apologise for the inconvenience caused.

Companies (Accounting) Act 2017

The Companies (Accounting) Act 2017 has been passed by the Oireachtas and commenced on 9th June 2017 (with the exception of section 80). The Act amends or inserts a number of areas in the Companies Act 2014, principally Part 6 of the Act which deals with financial statements. Section 15 amends Part 6 of the Companies Act 2014 by inserting a new Chapter 1A (sections 280A – 280H) which provides for the criteria for companies to qualify as “small”, “medium” or “large”, and introduces the new “micro” category of company. Micro companies are very small companies and can qualify for abridgement and audit exemptions if eligible.

Discontinuation of Fast Track facility - 1st August 2017

The Registrar of Companies has decided to discontinue the Fast Track facility for company restorations. The Fast Track facility was introduced to deal with a backlog in restoration applications. This backlog in restoration cases no longer exists and the CRO is introducing a new customer service target whereby companies will be restored within 5 working days of receipt of correctly completed applications, including all outstanding annual returns.

Since 1st June 2017 efiling has been extended to facilitate the filing of multiple annual returns (B1s). Once a H1 application form (Restoration of Company on application to Registrar) has been filed within the statutory timeframe of 12 months after dissolution, outstanding annual returns can be efiled up to 15 months after the date of dissolution. The Fast Track facility will be discontinued with effect from 1st August 2017.

Accessing CORE

Please use the following link if you wish to access CORE - https://core.cro.ie.

Fast Track Requirements - JUNE 2017

As the CRO has introduced mandatory electronic filing for the submission of the following documents from 1 June 2017 in accordance with S.I. No. 458 of 2016 and Section 897, Companies Act 2014.:

  • B1 - Annual Return (including financial statements and electronic payment), B2 - Change of registered office, B10 - Change of director and/or secretary, or a change in their particulars, B73 - Nomination of a new annual return date

presenters should note that it is up to the company officers to ensure that all documents are completed correctly to ensure that the restoration can be completed on the day.  Mandatory efiling of B1's, B10's and B2's will mean that if information is incorrect, or further information is required, it will have to be completed online. See FAQ regarding Mandatory E-Filing.

Launch of Central Register of Beneficial Ownership 

In e-zine no 167 of 9 May, CRO provided customers with provisional information about the central register of beneficial ownership which is required to be established under the 4th EU Anti-Money Laundering Directive (4AMLD).  In that e-zine, it was stated that responsibility for the establishment and maintenance of the central register of beneficial ownership of companies and industrial and provident societies (I&Ps) is expected to be assigned as a separate legal responsibility to the Registrar of Companies in a Statutory Instrument to be made by the Department of Finance in the coming months.

While legal and technical work to launch this register is at an advanced stage, July 2016 proposals to amend 4AMLD (the “5AMLD” proposals) have prompted further consideration of the issue of public access to beneficial ownership registers and the privacy implications of such access. The outcome of the ongoing 5AMLD debates is critical, both to the approach Ireland takes to the registers and to our timeframe for implementing them. Consequently, these considerations
have had an impact on the legislative drafting process and this means that the original 4AMLD transposition date of 26 June 2017 is no longer achievable. However in order to ensure that the registers are established quickly after 5AMLD comes into force, the Department of Finance has indicated that development work on the registers shall continue under the following revised timelines:
 
- the register of beneficial ownership for companies and I&Ps is now expected to be launched in Q4 2017; more definite information will be provided in early September;

- there will be an extended time-frame (minimum 3 months) for companies and I&Ps to make their beneficial ownership filings which will commence after the expected Q4 launch of the register.

May

Digital Certificates of Change of Company Name and Re-Registration of Company Type –Commencement date Thursday 8 June 2017
Certificates of Change of a Company Name and Re-Registration of a Company Type will be issued as “digitally certified” documents commencing Thursday 8 June 2017. These Digital Certificates will replace the paper Certificates currently in use which are posted out to presenters. They will be emailed as a pdf document to the email address entered in the “Company email address” section of the G1Q form and D20 form following registration. Presenters can provide these digital certificates directly to third parties such as banks and other financial institutions by email as required.

Teething Problems - New Office - 19th May

The CRO Public Office has moved to its new address at Bloom House, Gloucester Place Lower, Dublin 1. Unfortunately we regret to say that we are experiencing some teething problems with the operation of the new facility and we would ask for forbearance while the issues are remedied.

We apologise for the inconvenience.

CRO Public Office and the Registry of Friendly Societies new address
The CRO Public Office and the Registry of Friendly Societies have changed address. The CRO/RFS have moved to Bloom House, Gloucester Place Lower, Dublin 1. The Public Office entrance is on the corner of Gloucester Place Lower and Sean MacDermott Street Lower.

Form F24 - RFS

Statutory Instruments for Industrial and Provident Societies (Notice of Petition for appointment of an Examiner to an Industrial and Provident society) (Form) and (Fee) Regulations 2017 came into effect on 1st May 2017. The filing fee for the notice of petition to appoint an examiner to an Industrial and Provident Society is €15. Link to Forms - Industrial and Provident Society page.

CRO Public Office and the Registry of Friendly Societies are moving address.
The CRO Public Office and the Registry of Friendly Societies are changing address. The CRO/RFS will move from Parnell Square to Bloom House, Gloucester Place Lower, Dublin 1.

The CRO will open in Bloom House, Gloucester Place Lower on Friday 19th May.

Public Office EntrancePublic Office Interior

It will not be possible to deliver documents outside office hours at the Bloom House address. Documents being submitted by hand must be delivered between 9.30 am and 4.30 pm Monday to Friday only. The Public Office entrance will be on the corner of Sean McDermott Street Lower and Gloucester Place Lower.

The telephone numbers and email addresses will remain the same.

BENEFICIAL OWNERSHIP - CENTRAL REGISTER 

The Department of Finance will shortly make a Statutory Instrument appointing a Registrar of Beneficial Ownership of Companies and Industrial and Provident Societies who will be responsible for the establishment and maintenance of the central beneficial ownership register (BOR) in respect of those particular corporate entities. It is expected that this role will be assigned as a separate legal responsibility to the Registrar of Companies.

In advance of the passing of this SI, the Registrar has set out some provisional information on how the BOR is expected to operate at (link to website):

Any queries can be sent to the following email address: aml@finance.gov.ie  

SI No 560 of 2016 can be found at Irish Statute Book website: European Union (Anti-Money Laundering: Beneficial Ownership of Corporate Entities) Regulations 2016’.  Further information, including the definition of a "beneficial owner" in the EU Directive is provided at Beneficial-Ownership.

April

Problems with website  - 19th April 2017
Update: The website should now be functioning again. We are sorry for the inconvenience.

Mandatory Electronic Filing

Mandatory EFiling

Mandatory Electronic Filing

The Companies Registration Office (CRO) will introduce mandatory electronic filing for the submission of the following documents from  1 June 2017 in accordance with S.I. No. 458 of 2016 and Section 897, Companies Act 2014.

  • B1 - Annual Return (including financial statements and electronic payment)
  • B2 - Change of registered office
  • B10 - Change of director and/or secretary, or a change in their particulars
  • B73 - Nomination of a new annual return date

This will apply to all Irish companies.

Companies and presenters are advised to start to prepare now to ensure that they are in a position to file these documents electronically from 1 June 2017.

Further Information

March

From Wednesday 22 March use of the following Company Status Description on the Register is discontinued:-

Receivership
“Receivership” means that Form E8 (Notice of Appointment of Receiver) per S436 CA 2014 has been filed with the CRO in respect of part or all of the property of the company, which property may or may not be beneficially owned by the company. Please refer to the relevant E8 form(s) for further information.
The Status Description above is being replaced with the Status Description “ Normal”.

Receiver/Liquidator
With effect from the same date the Status Description “Receiver/Liquidator” is being replaced with the Status Description “Liquidation” See Latest News page.

February

Beneficial Ownership

Statutory instrument 560 of 2016 transposes the first sub-paragraph of Article 30(1) of the Fourth Anti-Money Laundering Directive (4AMLD).

The rationale for transposing this provision in advance of the rest of the 4AMLD is that in order for the central register of beneficial ownership (required by Article 33(3) of 4AMLD) to be effective from as early a date as possible after full transposition, corporate entities will need to initially gather the necessary beneficial ownership data and to record same in their own corporate beneficial ownership registers.

Link to statutory instrument No. 560 of 2016 entitled ‘European Union (Anti-Money Laundering: Beneficial Ownership of Corporate Entities) Regulations 2016’. This statutory instrument requires corporate and other legal entities incorporated within this State to hold adequate, accurate and current information on their beneficial ownership, including details of the beneficial interests held. It has a commencement date of 15 November 2016.

Work has commenced on putting in place a central register of beneficial ownership, but such a register is unlikely to be in place till the middle of 2017. Any queries in relation to the statutory instrument can be sent to the following email address aml@finance.gov.ie

January

Tuesday 17th January 2017

Apologies to customers who may be experiencing difficulties in accessing documents purchased through the Company Search facility. There is a problem with the issue of the emails which we hope to rectify shortly.

Monday 16th January 2017.

Website services now restored. We apologise for any inconvenience caused.

CRO Website/Database Maintenance/Public Office Closure 

The CRO is carrying out maintenance to its website and database on Friday 13th January 2017. This will result in the CRO website and database being inaccessible from 1.30pm Friday 13th January 2017 until Monday 16th January 2017. All our online services will be unavailable at this time.

The Public Office will be closed from 1.30pm on Friday 13th January 2017.

Any documents due to be received on Friday 13th will be accepted as received on time if filed on Monday 16th January.

We regret any inconvenience caused to the public during this essential maintenance. Thank you for your cooperation.

Mandatory E-filing - 1st June 2017

Form B1 and financial statements are required to be filed online from June 1st 2017. Over 87% of all annual returns in 2016 were filed online. Filing online increases speed, efficiency and means that companies are less likely to miss deadlines. From 1st June 2017, all annual returns (form B1) and associated financial statements will have to be filed online. It will not be possible to file a paper version of the documents. These documents will also have to be paid for online. Please familiarise yourself with the different means of electronic filing. Documents can be filed online at www.core.ie or through a software package. Filing online is cheaper than filing paper documents. By filing the annual return online, the cost is reduced to €20.

Forms B2, B10 and B73 are also required to be filed online from June 1st 2017.

These forms have no filing fees. Use the forms to maintain an accurate record of the company. Form B2 is used to update the registered office of a company. Form B10 to note any change in director/secretary details. Form B73 is used for the nomination of a new annual return date.

SI 458 of 2016 - Companies Act 2014 (Section 897) Order 2016 has been signed into law by the Minister of Jobs, Enterprise and Innovation. The SI comes into effect on 1st June 2017. These changes will directly affect the company of which you are a director.

 

File B1 online June 2017

You can Submit PDF Financial Statements right now

The Companies Act 2014 requires all financial statements filed with the CRO to contain TYPED signatures and removes the requirement for handwritten signatures on such financial statements. This facility enables a company to file its annual return and financial statements fully electronically.  Customers can upload a pdf version of their Annual financial statements to accompany their Electronic B1 Annual Return form. This facility is as simple to use as attaching a document to an email. The customer has the option to upload a pdf of the scanned copy of the originally signed Accounts financial statements /Auditors Report that should include the typed names of the directors/auditor.

The customer can complete their B1 online on www.CORE.ieLinks to external website (the Companies Online Registration Environment) or through a software package. They then have 28 days to upload the pdf version of their financial statements.  Once they have been uploaded the signature page (that includes the overall certification for the financial statements), together with the appropriate fee, should reach the CRO within 28 days from the date that the B1 was submitted electronically.

To Upload PDF accounts

In CORE, when you have filed your B1 successfully, go to your "Workspace". Under "Document Management" you will see 4 icons. Click on the icon "Upload PDF Accounts".

Image CORE website
You will then be presented with a form to upload your financial statements. Locate the PDF file on your computer.Please ensure where the company has not signed the B1 electronically a signature page and fee (if applicable) must be forwarded to the CRO within 28 days even where the financial statements are uploaded. Where the B1 is signed electronically you will receive a cover sheet to send in with the fee if it was not paid by customer account or credit/debit card. If you have chosen to sign electronically and pay with a customer account or by credit card, then the submission is entirely electronic, so no signature page or cover sheet is needed.