Financial Statements Filing Exemption
Exemption from Filing Financial Statements with the CRO
The following companies may claim an exemption from filing Financial Statements with their annual return (a B1 Form will still be required to be filed with the CRO);
- Designated Activity Companies (DACs) formed for charitable purposes who stand exempt from filing Financial Statements with the CRO by an order made by the relevant authority. (The Charities Regulatory Authority (CRA)).
- Companies Limited by Guarantee (CLGs) formed for charitable purposes and stand exempt from filing Financial Statements by an order made by the relevant authority (CRA).
- Non-designated Unlimited Companies (ULCs) can claim an exemption from filing Financial Statements.
Specific Requirements of Different Types of Companies
Companies Limited by Guarantee (CLGs) and Designated Activity Companies (DACs)
Sections 325(1)(c) and 329 of CA, 2014, do not apply to CLGs as these companies have no share capital they are not required to include in their directors report details in relation to acquisition or disposal of their own shares or interest in share and debentures, please see the relevant section of the Act for more information.
Certain CLGs and DACs that have been formed for charitable purposes, and who are exempted by the relevant authority, can avail of an exemption from filing Financial Statements with the CRO.
Unlimited Company (ULC) requirements
The following Unlimited Companies are subject to the requirements to the preparation and filing of Financial Statements - designated unlimited companies. The following Unlimited Companies are subject to the requirements to the preparation and filing of Financial Statements (financial years beginning after 1 January 2017):
Designated ULC’ means—
(a) an ULC that at any time during the relevant financial year—
(i) has been a subsidiary undertaking of an undertaking which was at that time limited,
(ii) has had rights exercisable in respect of it by or on behalf of 2 or more undertakings which were at that time limited, being rights which if exercisable by one of the undertakings would have made the ULC a subsidiary undertaking of it, or
(iii) has been a holding company of an undertaking which was at that time limited ****
(b) an ULC which is a credit institution or an insurance undertaking or the holding company of a credit institution or an insurance undertaking,
(c) an ULC, all of the members of which are—
(i) companies limited by shares or by guarantee,
(ii) unlimited companies, each of whose members is a limited company,
(iii) partnerships which are not limited partnerships, each of whose members is a limited company,
(iv) limited partnerships, each of whose general partners (within the meaning of the Limited Partnerships Act 1907) is a limited company, or
(v) any combination of the types of bodies referred to in the preceding subparagraphs of this paragraph and paragraph (a), or
(d) an ULC, the direct or indirect members of which comprise any combination of ULCs and bodies referred to in paragraph (c) such that the ultimate beneficial owners enjoy the protection of limited liability.
References to a limited company, an unlimited company, a partnership or a limited partnership shall include references to a body which is not governed by the law of the State but which is comparable to such a limited company, an unlimited company, a partnership or a limited partnership, as may be appropriate.
References to an undertaking being limited at a particular time are references to an undertaking (under whatever law established), the liability of whose members at that time is limited. ‘general partner’ has the same meaning as it has in the Limited Partnerships Act 1907; ‘limited partnership’ means a partnership to which the Limited Partnerships Act 1907 applies;
**** References to (A)(iii) shall come into operation on 1 January 2022 for any financial year which commences on or after that date.
Private Unlimited Companies (ULCs) can claim audit exemption once they qualify.
Public Limited Companies (PLCs), Public Unlimited Companies (PUCs) or Public Unlimited Companies with no share capital (PULCs) cannot claim any exemptions and must file full Financial Statements.