2011 Archive

DECEMBER

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Amalgamated Accounts

WITH EFFECT FROM 31 DECEMBER 2011, AMALGAMATED ACCOUNTS WILL NOT BE ACCEPTED IN ANY CIRCUMSTANCES.

As and from 1 January 2012, a separate set of accounts will be required to be filed in respect of each financial year of a company. In the event that a company attempts to file on or after 01/01/2012 the same set of amalgamated accounts with one or more annual returns, those submissions will be rejected by CRO as not being in compliance with the requirements of the Companies Acts 1963-2009.

It should be noted that the foregoing will equally apply from 1 January 2012 to dissolved companies being restored to the register, whether on Form H1/H1R/H1-OMC or via court application for restoration, where the restoration is pending as at 31 December 2011.

Please note that this refers only to presenters lodging amalgamated accounts with CRO; ie filing the one / same set of accounts with more than one annual return. It has no impact on the existing requirements under the Companies Acts as to the minimum or maximum length of time that accounts can be prepared for. It simply confirms that as and from 1 January 2012, an individual set of accounts is required to accompany each annual return that is received by the CRO: that as and from that date, companies cannot file the same set of accounts in respect of more than one annual return.

Please see Amalgamated Accounts page.

CRO Website/Database Maintenance now concluded

Maintenance on the website now completed. The CRO is carrying out maintenance to our website and database on Wednesday 14th December 2011. We regret any inconvenience caused to the public during this essential maintenance. Thank you for your co-operation.

NOVEMBER

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Public Counter Opening Hours for Christmas/New Year

Date Times
Friday 23rd December 2011 9.30 am to 12 noon
Monday 26th December 2011 Closed
Tuesday 27th December 2011 Closed
Wednesday 28th December 2011 9.30am to 1pm and 2.15pm to 4.30pm
Thursday 29th December 2011 9.30am to 1pm and 2.15pm to 4.30pm
Friday 30th December 2011 9.30am to 1pm and 2.15pm to 4.30pm
Monday 2rd January 2012 Closed
Tuesday 3rd January 2012 Normal hours resume

The fast track restoration facility will be available as normal from 10.30am to 12 noon on the 28th, 29th and 30th December.

Because of the disruption caused to services over the holiday period, annual returns, where the deadline for filing falls between 23rd December 2011 and 2nd January 2012, will be treated as received on time if filed by 3rd January 2012.

Deadlines for Incorporations, Change of Name, Reregistrations and Company Name Reservations

The CRO cannot guarantee that submissions received after the dates set out below will be processed before the Christmas break.

Scheme Date
Ordinary Scheme 1 December 2011
Fé Phrainn Scheme 8 December 2011
CRODisk Scheme 13 December 2011
Change of Name 8 December 2011
ReRegistrations 8 December 2011
Company Name Reservations 15 December 2011

iXBRL Event 30th November 2011

Business Reporting Ireland Ltd (BRIL) will be presenting "iXBRL UK - What now and What's next" on 30th November 2011.

The event will run from 7.30am to 9.30am and will take place in the Chartered Accountants House, 47-49 Pearse Street, Dublin 2.

For more information please go to

http://www.charteredaccountants.ie/General/Shop/Events1/?ProductId=1757Links to external website

OCTOBER

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October Peak: Please see Ezine 26th October regarding sending documents to the CRO and checking the status of your submission.

E-B1 HELPLINES

On the final day of the peak, Friday, 28 October, if you experience difficulty while filing an electronic annual return (e-B1), you can obtain help with the content of the e-B1 from:

LoCall 1890-252536* / 059-9178981 / 01-8045394 or eb1@djei.ie (lines will be open from 9am to 6pm).

Help with technical or IT issues is available from: 01-8045374 / 01-8045307 / 01-8045355 or electronic.filing@djei.ie (from 9am to 5pm).

* Note that the rates charged for the use of 1890 (LoCall) numbers may vary among different service providers.

Tuesday 25th October Phone Problem

Please note that we are currently experiencing problems with our phone lines. You may experience difficulty in trying to contact the office by phone and may not be able to leave voice mails for members of staff. If you have a general query for the CRO and cannot find the answer on our website, we recommend that you email your query to info@cro.ie. We apologise for any inconvenience caused and are trying to resolve the issue as soon as possible.

Clarification on Voluntary Strike-Off issued share capital

On foot of requests for clarification recently from certain accountancy and legal firms, the CRO earlier this year re-published the criteria applicable to a request for Voluntary Strike-Off (VSO) from the companies' register under the administrative VSO scheme that is operated by the CRO .

A number of stakeholders made submissions to the CRO asserting that the fact that the assets and liabilities criteria were now clarified as separate requirements meant that the issued share capital threshold requirement was redundant.

The CRO has considered these submissions and accepts that they have merit. Accordingly, we propose to remove the third qualifying condition for VSO as to issued share capital from the published guidelines in respect of the administrative scheme operated by CRO.

Please see note on clarification of issued share capital

Old B1 no longer accepted

Please note that as of 4th October 2011 the CRO will no longer accept the older version of the Form B1.

Please see Interim Ezine 28th Sept.

Amalgamated Accounts

Since 1st February 2007 the CRO has not accepted amalgamated accounts covering more than one financial year, where more than one annual return is being filed. The only exception to that rule is where more than 3 annual returns and associated accounts are being filed, in which instance the most recent three annual returns must be accompanied by an individual set of accounts but each return in excess of the most recent three may be accompanied, without limit, by one set of amalgamated accounts.

Notice is now given to all companies and presenters to the CRO that amalgamated accounts will no longer be accepted by CRO with annual returns that are received by CRO with effect from 31st December 2011.

As and from 1 January 2012, a separate set of accounts will be required to be filed in respect of each financial year of a company. This is in order to ensure compliance with the 4th Company Law Directive 78/660/EEC of 25th July 1978 which contemplates individual sets of accounts for each financial year. The effect of the foregoing is that each annual return received by CRO on or after 1 January 2012 is required to be accompanied by a set of accounts for a financial year ending not earlier than nine months before the effective date of the return, which set of accounts covers the period since the end of the period covered by the accounts that were annexed to the company's preceding annual return.

It will no longer be possible to file multiple annual returns with CRO and have accepted with those returns a set of amalgamated accounts covering a number of financial years. Each annual return must have its own set of accounts annexed in order to comply with the requirements of the Companies Acts 1963-2009 as to accounts preparation and filing. It should be noted that the foregoing will equally apply from 1 January 2012 to dissolved companies being restored to the register, whether on Form H1/H1R/H1-OMC or via court application for restoration, where the restoration is pending as at 31 December 2011.

SEPTEMBER

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Old B1 will not be accepted after Monday 3 October 2011

In respect of annual returns, please note that the last day on which the old version of the Form B1 can be taken in by CRO is 3 October 2011. The new version of the B1 that was introduced as and from April 1 2011, being the prescribed form of the annual return, must be utilised where a return is filed with and received by CRO as and from 4 October 2011. Please see Interim Ezine 28th Sept.

CRO Website/Database Maintenance

The CRO is carrying out maintenance to our website and database on Friday 23rd September 2011. This will result in the CRO website and database being inaccessible from 7pm on Friday 23rd until approximately 11pm Sunday 25th. 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 cooperation.

AUGUST

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E-Mail Annual Return Date (ARD) Reminders which have now replaced Postal Reminders

The CRO has recently introduced a new e-mail based reminder system for companies of their Annual Return Date (ARD) in order to facilitate on-time filing. This system has replaced the non-statutory postal reminders that CRO issued over the last number of years to companies and directors.

The e-mail address that will be used by CRO to issue reminders is the e-mail address supplied on the last annual return filed by a company (whether this be a company e-mail address, the e-mail address of a director of the company or the e-mail address of a presenter on behalf of the company).

The e-mail ARD Reminder contains a link that allows the recipient to amend the e-mail address that future e-mails will be sent to.

If companies or presenters wish to add additional e-mail addresses to receive the notification, they may do so by logging onto CORE (www.core.ieLinks to external website) and clicking on the E-Reminders link, then clicking Add Company to add a new company.

CRO Annual Report 2010

The Companies Registration Office Annual Report 2010 is now available on the website. Please see Corporate Publications page.

CRO Website/Database Maintenance

The CRO is carrying out maintenance to our website and database next Saturday 20th 2011. This will result in the CRO website and database being inaccessible from 1am Saturday 20th 2011 until approximately 11pm Sunday 21st 2011. 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 cooperation.

JULY

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IAASA

Please note that the Irish Auditing and Accounting Supervisory Authority has been designated as a competent authority for the purposes of the European Communities (Statutory Audits) (Directive 2006/43/EC) Regulations 2010 (Statutory Instrument No 220 of 2010) (‘Regulations’). In accordance with Regulation 62, with effect from 20 August, 2010, both the auditor and company must notify the Authority within one month in the event of the cessation of office by an auditor, whether by resignation or removal from office. Please see IAASA websiteLinks to external website for more information.

One Millionth Document Filed Online

The Minister for Jobs, Enterprise and Innovation Richard Bruton TD, welcomed the latest figures for documents filed electronically with the Companies Registration Office (CRO). Companies filing with the office this month smashed through the 1,000,000 e-form barrier at a rate that now sees over 58% of all documents filed with the CRO being transmitted online which is faster, safer, easier and cheaper.

JUNE

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Draft Companies Bill

Dr. Tom Courtney, Chairman of the Company law Review Group has kindly prepared a Summary of Key Provisions of the Draft Companies Bill. Changes have been proposed and drafted in relation to the Companies Acts. These changes have not come into effect.

RFS Annual Report

The annual report of the Registry of Friendly Societies 2010 is available on the Publications section of the website.

MAY

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Draft Companies Bill

Changes have been proposed and drafted in relation to the Companies Acts. These changes have not come into effect. The Companies Bill will consolidate the existing Irish Company legislation dating from 1963 and introduce several company law reforms. The Bill is based on the General Scheme of Companies Consolidation and Reform Bill, which was prepared by the Company Law Review GroupLinks to external website (CLRG). "Pillar A" of the General Scheme, has been drafted - Parts 1 to 15 contain all of the law relating to the most common company type in Ireland, the private company limited by shares. These parts comprise 952 sections, together with 6 Schedules, and represent over two-thirds of the entire Companies Bill.

The Minister for Jobs, Enterprise and Innovation has decided to publish Parts 1 to 15 in order to afford stakeholders, including business owners, practitioners, advisers and representative bodies, an opportunity to become familiar with the proposed new legislation. Link to the Department of Jobs, Enterprise and Innovation informationLinks to external website.

It is expected that drafting of the remaining portion of the Bill, corresponding to "Pillar B" of the General Scheme, will be complete in mid-2012. Those parts of the Bill will contain the law applicable to all of the other company types, such as the public limited company (plc), guarantee companies, designated activity companies, and unlimited companies. Any feedback in relation to this proposed legislative change should not be directed to the CRO. Instead, please find link to CLRG contact detailsLinks to external website.

Prosecutions

CRO prosecuted 49 companies (57 cases) in the District Court on the 9th May 2011 for failure to file annual returns. Next District Court prosecutions will take place on 10th October 2011.

CRO Website Maintenance

The CRO is carrying out maintenance to our website on Thursday 19th May between 5pm and 6pm.

While the website will still be available during this time certain features such as CORE, online services and the Company search will not be accessible. We regret any inconvenience caused to the public by this essential maintenance. Thank you for your cooperation.

Queen Elizabeth's visit

Please note that there may be disruption in accessing the CRO Public Office during the week commencing 16 May, due to the expected visit of Queen Elizabeth to the Garden of Remembrance on Parnell Square on the afternoon of Tuesday 17th. We have been informed by An Garda Síochána that access to the CRO Public Office is likely to be severely disrupted. Further details will follow as soon as CRO is informed. Please check the CRO website before planning a trip to the CRO Public Office this week.

ID Required for Fast Track Restorations

Please note that from May 9th company officers using the Fast Track facility to restore a company must produce current photo identification i.e current Driving Licence/Passport.

APRIL

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Annual Returns/Easter

As the Office will be closed on Friday 22nd and Monday 25th April, all annual returns due to be filed on those dates will be deemed to be filed on time if received in this Office on Tuesday 26th April. Opening Hours of the CRO.

Form B1

A new version of Form B1 (annual return) was introduced on 1 April 2011. The old version of the paper Form B1 will continue to be accepted by the CRO in respect of returns delivered to the CRO up to and including 1 October 2011. If filing electronically through CORE, CRO’s on-line registration environment (www.core.ie), only the new B1 form will be available from 1 April.

If filing electronically using a secretarial package containing CRO forms - many of the vendors have indicated they will not update until closer to 1 October. Therefore, electronically filed forms through these packages will be on the old B1 form which is acceptable up to 1 October. See New Form B1 page.

H1-OMC

As of April 1st, the Multi-Unit Developments Act 2011 ("MUDs Act") has been commenced in its entirety. Pursuant to section 30 of the MUDs Act, Form H1-OMC may now be utilised to apply to CRO to restore an Owners’ Management Company operating as such, which has been dissolved within the last six years, where the common areas or a part thereof of the multi-unit development in respect of which the company was incorporated was vested in the company immediately prior to the date of the company’s dissolution. An Owners’ Management Company is defined in Section 1 of the Multi-Unit Developments Act 2011. Form H1-OMC is for Owners’ Management Companies only. See Forms Page H1-OMC. See also Consumer Property Website belonging to the NCA.

Link to Irish Statute Website - Muds ActLinks to external website

MARCH

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H15 Form.

An amended version of the new H15 form has been made available where the share capital amount threshold has been amended to €150. CRO requests that the new Form H15, which contains the foregoing clarification, be utilised from now on. Take Notice that as and from May 1st 2011, the former version of the form H15, if received by CRO on or after that date, will be rejected, and the application will be required to be re-submitted to CRO on the new version of the form. Forms Page. Link to ezine - Interim Ezine.

NEW VERSION FORM B1 - From APRIL 1st 2011

There is a new version of the form B1 - annual return for an Irish company - available for use from April 1st. This form has some minor changes to the old form and also includes an area for the Auditor Registration Number. Please see New Form B1 Page and Please also Ezine 31st March 2011.

NEW VERSION OF FORM H15

Voluntary Strike Off applications should now be completed on the new Form H15. Form H15 has been amended to clarify one of the conditions as to eligibility of a company to request voluntary strike off. Voluntary Strike Off is an administrative process which is operated at the discretion of the Registrar. It appears that there has been some confusion as to the scope of one of the eligibility conditions for Voluntary Strike Off, it is therefore necessary to clarify the Registrar’s requirement in this regard.

The requirement has consistently been imposed by the Registrar that a company applying for Voluntary Strike Off should have no assets or outstanding liabilities, whether contingent or prospective, as at the date of the application to CRO. The foregoing requirement has now been clarified to confirm that this means that the amount of the company’s liabilities (contingent and prospective) must not exceed €100 and that the company does not have (and did not have in the previous 3 years) an issued share capital in excess of €100. A company applying for voluntary strike off must also not have assets in excess of €100.

CRO requests that the new Form H15, which contains the foregoing clarification, be utilised from now on. Take Notice that as and from May 1st 2011, the former version of the form H15, if received by CRO on or after that date, will be rejected, and the application will be required to be re-submitted to CRO on the new version of the form.

FEBRUARY

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Wednesday 23rd February (Phone Queries)

CRO is still experiencing problems with our phones. We hope to have our phone system fully operational as soon as possible. In the meantime, customers are advised to check this website where you should find the answer to your query or email your query to info@cro.ie.

We apologise for inconvenience caused.

Tuesday 22nd February

Phone Queries

We are currently experiencing problems with the CRO information lines. In the meantime, customers are advised to check this website where you should find the answer to your query or email your query to info@cro.ie. The phonelines are likely to be down on Wednesday morning (23rd) as well.

Thank You.

Registering Political Party

The purpose of registering a political party in the Register of Political Parties is that candidates at elections who are members of registered parties may add their parties name to their own names on the ballot paper. If the party that you belong to is not included on the Register, you will be described as a non-party candidate on the ballot paper. The Registrar and the actual Register of Political Parties are based in the Houses of the Oireachtas, Dublin.

Under Section 25 of the Electoral Act, 1992, as substituted by the Electoral Act, 2001, you can apply to the Registrar of Political Parties in order to register your own political party in any of the following elections in Ireland:

  • Dáil elections
  • European elections
  • Local elections
  • Election to Údarás na Gaeltachta

Contact the Office of the Registrar of Political PartiesLinks to external website and request an application form. You will receive a copy of the application form, together with with a copy of the relevant extract from the Electoral (Amendment) Act, 2001. The application form to register your political party is not currently available to download online.

Office of the Registrar of Political Parties, Leinster House, Dublin 2

Tel: +353 (0)1 6184200 or +353 (0)1 6183438

Fax: +353 (0)1 6184102

SATISFACTION OF SLAVENBURGS

The Registrar, having reviewed the issue, has decided that it is inappropriate for CRO to accept notice of satisfactions in respect of Slavenburg filings, in light of the fact that section 105 Companies Act 1963, which governs satisfaction of charges, is limited in its scope to "registered charges". Charges created by a foreign company which has a place of business in the State, but which is not registered with CRO as an External Company which has established a branch or place of business in the State, cannot be registered by CRO as the company concerned is not on the CRO register. See Ezine Issue 92.

JANUARY

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REMINDER OF SIGNING AND CERTIFICATION REQUIRMENTS OF THE COMPANIES ACTS - ACCOUNTS:

The Companies Registration Office would like to remind presenters of the requirements of the Companies Acts, 1963 to 2009, in relation to the signing and certification of accounts documents filed with the CRO.

For your information, we have outlined a comprehensive overview of the legal position for presenters which you can view by clicking on the link. Note Regarding Signing and Certification Requirement of the Companies Acts.

AMALGAMATED ACCOUNTS

Since 1st February 2007 the CRO has not accepted amalgamated accounts covering more than one financial year, where more than one annual return is being filed. The only exception to that rule is where more than 3 annual returns and associated accounts are being filed, in which instance the most recent three annual returns must be accompanied by an individual set of accounts but each return in excess of the most recent three may be accompanied, without limit, by one set of amalgamated accounts.

Notice is now given to all companies and presenters to the CRO that amalgamated accounts will no longer be accepted by CRO with annual returns that are received by CRO with effect from 31st December 2011.

As and from 1 January 2012, a separate set of accounts will be required to be filed in respect of each financial year of a company. This is in order to ensure compliance with the 4th Company Law Directive 78/660/EEC of 25th July 1978 which contemplates individual sets of accounts for each financial year. The effect of the foregoing is that each annual return received by CRO on or after 1 January 2012 is required to be accompanied by a set of accounts for a financial year ending not earlier than nine months before the effective date of the return, which set of accounts covers the period since the end of the period covered by the accounts that were annexed to the company's preceding annual return.

It will no longer be possible to file multiple annual returns with CRO and have accepted with those returns a set of amalgamated accounts covering a number of financial years. Each annual return must have its own set of accounts annexed in order to comply with the requirements of the Companies Acts 1963-2009 as to accounts preparation and filing. It should be noted that the foregoing will equally apply from 1 January 2012 to dissolved companies being restored to the register, whether on Form H1/H1R or via court application for restoration, where the restoration is pending as at 31 December 2011.

Requirement to sign and date auditors’ reports from 1 January 2011

CRO wishes to advise companies and presenters that as and from 1 January 2011, CRO will be strictly enforcing the statutory requirement that all auditors’ reports must be signed and dated.

In respect of filings received by CRO on or after 1 January, an auditor's report which does not comply with the requirement to be signed and dated will be returned to the presenter for correction in accordance with Section 249A of the 1990 Companies Act. Please see Auditors Signature page.

Electronic Signatures with the form B1

An entirely electronic system for filing annual returns with signed accounts is available for the first time at the CRO. The digital signing certificate is already used by companies filing their Corporation Tax returns via the Revenue Online Service (ROS). The CRO has introduced it as an add-on option to its annual return "B1" e-form. For more information on digital signing go to Digital Signing Certificate.

Submitting PDF accounts with the form B1

The Companies Registration Office has recently introduced a facility that allows customers to upload a pdf version of their Annual Accounts to accompany their Electronic B1 Annual Return form. This facility is as simple to use as attaching a document to an email. The customer will have the choice of converting an existing electronic version of their accounts to pdf or scanning a hard copy version of the accounts and saving them as a pdf. See Submitting PDF accounts.