2012 Archive - July to December

DECEMBER 2012

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Annual Return Filing Peak - 20th December

Documents currently being processed are as follows:

  • Paper received Annual Returns - 11th December 2012
  • Electronically filed Annual Returns - 17th December 2012

B1- Annual returns and accounts - SEND BACK LETTERS

Where an annual return is sent back by CRO for correction or for fees, Section 249A, Companies Act 1990, requires that the errors/omissions must be corrected and a fully compliant document delivered to the CRO within 14 days.

If a fully compliant document is not delivered to the CRO within 14 days, the original document will be deemed not to have been delivered to the Registrar. The re-submitted document will then be treated as a fresh submission, potentially resulting in the company incurring late filing penalties and losing any entitlement to claim audit exemption for two years.

Opening Hours Christmas 2012

Christmas/New Year Public Office Opening Hours
Monday 24th December 2012 9.30am to 12 noon
Tuesday 25th December 2012 Closed
Wednesday 26th December 2012 Closed
Thursday 27th December 2012 9.30am to 1pm and 2.15pm to 4.30pm
Friday 28th December 2012 9.30am to 1pm and 2.15pm to 4.30pm
Monday 31st December 2012 9.30am to 1pm and 2.15pm to 4.30pm
Tuesday 1st January 2013 Closed
Wednesday 2nd January 2013 Normal hours resume

The fast track restoration facility will be available as normal from 10.30am and 12 noon on the 27th, 28th and 31st December. Because of the disruption caused to services over the holiday period, annual returns, where the deadline for filing falls between 24th December 2012 and 1st January 2013, will be treated as received on time if filed by 2nd January 2013.

The Registrar and Staff of the CRO wish all our clients a Happy Christmas and Prosperous New Year.

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 3 December 2012
Fé Phrainn Scheme 10 December 2012
Online A1 Scheme 13 December 2012
Change of Name 7 December 2012
Re-Registrations 7 December 2012
Company Name Reservations 17 December 2012

NOVEMBER

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CRO Open Services - Extended Functionality

The CRO has further developed its "Open Services" facility. Open Services is an Application Programming Interface (API) which allows software developers include free company and submission data from the CRO in their applications.

From 29th November, Customer Account holders who are registered for Open Services can now also integrate the streaming of documents from the CRO into their applications. This enables developers to display a document for a submission directly to their customers and to dramatically cut the lead time in purchasing an image.

Cost per image is the same as it is to purchase the image directly through the CRO company search site.

To sign up and read more technical information, please visit https://services.cro.ie/

ARD (Annual Return Date) falling on Saturday/Sunday

Please note that if the 28 day filing period expires on a Saturday, Sunday or public holiday, the 28 day period is extended to the next working day. Filing an Annual Return page.

The annual return of a company is required to be made up in every year to a date which is not later than its Annual Return Date (ARD).

  • An annual return must be delivered to the CRO not later than 28 days after its effective date. This means that if an annual return is made up to a date earlier than the company's ARD, it should be delivered to the CRO within 28 days after that earlier date.
  • If the 28 day filing period expires on a Saturday, Sunday or public holiday, the 28 day period is extended to the next working day.
  • Where accounts are required to be attached to the return, the filing deadline is either the companys ARD plus 28 days or the company's financial year-end plus nine months and 28 days, wherever is the earlier.

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RFS - Industrial and Provident Societies

Notice is hereby given that it is the intention of the Registrar to proceed on the 21st day of December 2012 to cancel the registration in respect of each Industrial and Provident society mentioned in the following list unless cause is shown to the contrary in the meantime. The grounds of such proposed cancellation are that each society mentioned herein has failed to send annual returns to the Registrar. pdf logo Ind Prov Soc Cancellation List (0.21 MB, Adobe PDF)

CRO Gazette and Strike-off Notices

Section 72 of the Investment Funds, Companies and Miscellaneous Provisions Act 2005 has been partially commenced by Statutory Instrument and the partially commenced provision will come into operation on the 19th November 2012.

pdf logo SI 449 of 2012.pdf(0.04 MB, Adobe PDF)

The effect of this is that the publication of certain Statutory Notices (strike-off notices) is mandated exclusively in the Companies Registration Office Gazette ("CRO Gazette"), thereby enabling CRO to discontinue the simultaneous publication of these Notices in the Iris Oifigiúil Supplement. Please see Notice Page.

CRO Customer Accounts

All Customer Account details, including recent transactions and statements, are now available on-line in www.CORE.ie. Accordingly, from 1 January 2013, the CRO will no longer be issuing Customer Account statements by post.

In order to view your Customer Account details on-line, if you have not already done so, you will need to register in CORE by clicking on https://core.cro.ie/Main/register_iri.jsp .

Once registered, you can view your transactions by clicking on My Accounts/ Add/ and by entering your customer number and PIN. You will only need to do this once and all of your details will be available each time you log in to CORE.

The new facility offers Account holders a range of additional features such as

  • the facility to view up-to-date transactions and the current balance,
  • to open a statement either in Excel or in a printable format which replicates the old Statement,
  • to access all statements since the account was opened,
  • to deposit funds or open a new account on-line.

A new Customer Account can be opened on-line at https://www.cro.ie/search/NewCustomer.aspx. The Account can be topped up using a Credit Card and can be used to pay for filing fees and penalties when filing submissions electronically through CORE.

October Peak

About 38,000 companies had an annual return filing deadline of 30 October 2012 and those companies who captured their B1 electronically have 28 days in which to deliver the B1 and accounts to CRO.

As a result of the high volumes of returns filed in the months of October and November, it may take longer than usual for CRO to process these returns and to make them available to view on the website or to monitor on CORE. Please note that all documents are stamped with the date delivered to the CRO and that date is recorded as the "received date" irrespective of when the document is entered onto the Register.

Checking the Status of your Submissions during Peak Period

There are a number of ways in which customers can check the status of their annual returns during the peak period without having to contact CRO:

  • For the duration of the peak, CRO will put a daily update on the "What's New" section of the CRO Website advising of the date of receipt of annual returns being processed on that day. It would be appreciated if customers do not contact CRO enquiring about documents delivered after the processing date given in "What's New" on the website.
  • Also, on the website presenters can look up details of a company in the Company SearchLinks to external website facility under "Services" - if the company's NARD has moved on to 2013, it means their 2012 annual return has been received and you can view the list of submissions and their status for free.
  • A third method is for company officers to register on CORE - www.CORE.ieLinks to external website - where a "watch" can be set up on a relevant company to check the status of submissions posted or filed on-line. An event will appear in "My Events" each time a document is received and the status of any document (manual or electronic) changes against a watched company.

Customers are asked to first avail of one of these methods to check the status of their filings before ringing or e-mailing CRO.

CHRISTMAS 2012 DEADLINES

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.

  • ORDINARY SCHEME 3rd DECEMBER 2012
  • Fé PHRAINN SCHEME 10th DECEMBER 2012
  • ONLINE A1 SCHEME 13th DECEMBER 2012
  • CHANGE OF NAME 7th DECEMBER 2012
  • REREGISTRATIONS 7th DECEMBER 2012
  • COMPANY NAME RESERVATIONS 17th DECEMBER 2012

OCTOBER

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Annual Returns - October Peak

File early and preferably electronically. If you file electronically you have an extra 28 days from the date of filing to deliver your paper attachments and the fee is only €20. If an Annual Return is filed late, late filing penalties apply and, where applicable, the company also loses its entitlement to claim audit exemption (which cannot be appealed) in the current year and in the following year.

Should you experience difficulties filing your form electronically, help with the content of the form can be obtained from:

LoCall 1890-252536* / 059-9178981 / 01-8045394 or eb1@djei.ie

Help with technical or IT issues assistance is available from:

01-8045374 / 01 8045307 / 01 8045355 or electronic.filing@djei.ie.

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

RFS Fees Change

S.I. 363 of 2012 has brought in new fees regulation with effect from Monday 1st Oct 2012 for Industrial and Provident Societies. Please note change in fees for Industrial and Provident Society Fees.

SEPTEMBER

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Credit/Debit Card Payments in the CRO

It is now possible to pay by credit/debit card for lodgements and enquiries in the CRO Public Office. Online credit/debit card options have also been extended and it is now possible to pay for online Business Name Applications in CORELinks to external website by credit/debit card.

CRO will shortly be introducing 3D Secure for online purchases and payment of online forms. 3D Secure is a service that has been created by Visa and MasterCard to help guard your credit card against unauthorised use online. 3D Secure works by using a password that you create as your unique online identifier. You will be asked for your 3D Secure Password to validate online credit card transactions with the CRO.

Online Customer Accounts

A facility has been added to our Company Search environment to allow customers to open a CRO Deposit Account online meaning there is no longer a need for a paper application. The account can be used to do online searches, pay for electronic B1s and A1s. It can also be used to lodge documents with the CRO. It must be kept in credit at all times. Click on the link to view the facility. https://www.cro.ie/search/NewCustomer.aspx

AUGUST

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Action Plan for Jobs - Financial Supports - DJEI

For information on a range of supports, both financial and non-financial, that are available to assist companies to grow, improve competitiveness, create employment and improve productivity, please go to Department of Jobs, Enterprise and Innovation website.

Revenue Strike-Off

The CRO has recently issued strike-off notices. If you have received a strike-off notice, please check as to whether it is a Revenue Strike-off notice first. The CRO is unable to remove a company from a Revenue Strike-off. Any phone calls should be directed to Revenue at 8655000 extensions 32994, 32993 or 32989.

11F Forms are included with the Strike-Off notices and the completed forms should be forwarded to Companies Unit, Revenue Commissioners, 9/15 O'Connell St., Dublin 1. Some of these companies may be up to date with their annual return filing with CRO but have failed to file the 11F Form as required by Revenue. They can still be struck off the Register if the fail to complete their filing with Revenue. Companies are only taken off the Revenue Strike-off list at the request of Revenue. eg. If you have already filed your 11F Form, you should still contact Revenue directly.

Audit Exemption - Change to Audit Exemption Limits

The Companies (Amendment)(No.2) Act 1999 (Section 32) Order 2012 - Statutory Instrument No. 308 of 2012 has the effect of increasing the limits for Audit Exemption. The balance sheet total threshold has been increased to €4.4 million and the turnover threshold has been increased to €8.8 million. pdf logoS.I. No. 308 of 2012 (Audits).pdf

In order to apply for Audit Exemption, the year in question must be the current year - section 32 provides that the directors must be of the opinion that the company "will satisfy" the conditions - use of the future tense precludes the decision being taken in respect of a year that has already ended. Audit exemption cannot be applied for retrospectively.

A company which satisfies the revised exemption threshold levels in a current financial year, the year in respect of which the audit exemption is being claimed, must also have satisfied those revised threshold levels in the preceding financial year.

Section 33 of the Companies Amendment No. 2 Act 1999 as amended allows for the members to object to the decision. In order to avail of the exemption, the directors of the company must:

  • be of the opinion that the company will satisfy the statutory conditions in respect of the current financial year or a future financial year decide that the company will avail of the exemption in respect of the financial year concerned; and record that decision in the minutes of the meeting concerned.

In deciding if they want to have the audit in respect of a financial year, they should consider the fact that third parties connected with the company (e.g. bankers or trade organisations) may still require an audit to be completed.

Furthermore, if a number of the company’s shareholders request that the company not avail itself of the exemption and serve notice in writing to this effect on the company in the financial year immediately preceding the financial year concerned or during the financial year concerned but not later than one month before the end of that year, the company must have an audit.

The decision that the company will avail of the exemption from audit may be made during the financial year in which the exemption is to be availed of, or in respect of a future financial year. The directors do not have to know that a company satisfies or will satisfy the statutory conditions. Rather they are required simply to be of the opinion that those conditions will be satisfied. It should also be noted that the statutory requirement to make and record the decision in respect of a financial year that has not yet come to an end, precludes the possibility of claiming the audit exemption retrospectively. Please see Information Leaflet 10 for more information.

Small Companies

The European Union (Accounts) Regulations 2012, SI. No. 304 of 2012, has increased the threshold limits for the purpose of availing of certain accounting exemptions for small companies. The balance sheet total is amended to €4.4 million and the turnover threshold has been increased to €8.8 million. pdf logoS.I. No. 304 of 2012 (Accounts).pdf

Change to Dutch legislation

There has been a change to Dutch law which affects all foreign companies which make workers available in the Netherlands. The Dutch Government aims to combat illegal staffing practices and the exploitation of workers. Please see Trade Register Website.

CRO Annual Report 2011

The annual report 2011 for the Companies Registration Office is now available from the website. Please see Corporate Publications page.

JULY

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RFS Annual Report 2011

The annual report 2011 for the Registry of Friendly Societies is now available from the website. Please see Corporate Publications page.

Companies (Amendment) Act 2012

The Companies Amendment Bill 2012 has passed through all stages of the Oireachtas. The Companies (Amendment) Act 2012 has been signed by the President as of the 4th July. See Irish Statute Book websiteLinks to external website for a copy of the Act.

This action had the effect of changing the citation of the Companies Acts to "1963 to 2012". This citation should henceforth appear on all copies of Memoranda and Articles of association filed with the CRO. In addition, the appropriate annotation in the auditors’ report and in financial statements signed on or after 4th July 2012 should be the "Companies Acts, 1963 to 2012". The necessary changes are currently being made to both the online and downloadable forms.

Property Services Regulatory Authority applications

The CRO is aware that, as part of their Property Services Regulatory AuthorityLinks to external website Licence application, companies are required to provide "a certified certificate of incorporation of the company " and, where applicable,"a certificate of business name registration". We have confirmed with the Authority that duplicate certificates that can be ordered free of charge from our website - Duplicate Certificates Links to external website- are acceptable for these purposes.

Clarification in Land Registration Rules in Property Registration Authority

With reference to contacts which were made with CRO in relation to the change in the Land Registration Rules which took effect on 1 March 2012 where security given by a company includes or consists of registered land, CRO has now received external legal advice in the matter. Please see PRA Land Registration Rules page.

B1 - Annual Returns and Accounts - Send Back Letters

Where an annual return filed with the CRO is identified as containing errors on receipt, it is sent back to the presenter/company with a Notice served under Section 249A of the Companies Act 1990. Section 249A requires that the errors be corrected and a fully compliant document delivered to the CRO within 14 days after the service of the Notice. If a fully compliant document is delivered to the CRO within 14 days, it will be deemed to have been received in the CRO on the delivery date of the original deficient document. Otherwise, the original document shall be deemed not to have been delivered to the Registrar and the re-submitted document treated as a fresh submission.

Presenters are reminded that where an annual return is sent back for correction, they must deliver a fully compliant annual return to the CRO within 14 days* or risk the original document being deemed not to have been delivered to the Registrar, which could result in late filing penalties and loss of audit exemption.

(*Where annual returns are sent back because audited accounts are required, the corrected documents may be re-submitted within 28 days. Where a company is listed for strike-off, the corrected documents must be delivered before the strike-off date).

For more detail on this matter, and the full wording of Section 249A of the Companies Act, 1990, See ezine Issue 89 from 2010. For a list of common errors please see Common Errors page.

New Business Regulation Website

The Department of Jobs, Enterprise and Innovation has recently launched www.businessregulation.ieLinks to external website , a web portal aimed at reducing the burden of red tape on business by bringing together in one place clear information on regulations imposed by over 30 Government bodies. Businessregulation.ie was developed to address a clear need identified by business for a single source of information on regulatory requirements; by providing users with over 150 separate links to information, guidance and contact details, the portal reduces the need to trawl through multiple pages on different websites in search of the right information.

JUNE

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Property Services Regulatory Authority applications

The CRO is aware that, as part of their Property Services Regulatory Authority Licence application, companies are required to provide "a certified certificate of incorporation of the company " and, where applicable,"a certificate of business name registration". We have confirmed with the Authority that duplicate certificates that can be ordered free of charge from our website - Duplicate Certificates - are acceptable for these purposes.

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CRO - Whats New Archive - Jan to June 2012

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