Fitzwilliam Corporate Services :
Company Formations & Support Compliance Services:
In Ireland, incorporating your business can deliver significant benefits. Fitzwilliam Corporate Services our dedicated company secretarial company offers expert advice on the incorporation of companies and the appropriate tax structure based on the nature of your business and trading activity.
From checking the availability of company names to providing specialist advice, Fitzwilliam Corporate Services will facilitate you in selecting the appropriate company structure when you want to incorporate and strategically position your business out of Ireland.
Our qualified and experienced team of corporate secretarial specialists provide a wide range of supports for company and branch formations and re-registrations.
Services we provide for our clients include:
- Incorporation of companies in Ireland
- Re-registration of private limited companies as unlimited companies and vice versa
- Company name changes
- Registered office service
- Facilitate ongoing Board meetings
- Registration of business names
- Beneficial Ownership Registers
- Registration of limited partnerships and annual compliance and maintenance services
- Registration of branches and places of business for foreign companies in Ireland
- Annual compliance for branches and places of business
Annual Compliance
Companies registered in Ireland must submit an annual return and financial statements to the CRO each year. Fitzwilliam Corporate Services assists companies with this requirement.
All Irish registered companies are obliged to file an annual return and financial statements with the Companies Registration Office once in every calendar year.
We provide specialist advice on these filing requirements. Our experienced advisors will liaise with you, and your company’s auditors if required, to ensure that your annual return and accounts are filed on time. We have on line functionality and automated access to the Companies Registration Filing platform.
Services we provide for our clients include:
- Preparation and timely filing of annual returns and statutory annual accounts within specified filing deadlines
- Extension of your Annual Return Date (ARD) to the optimum date
- Electronic filing of documents at the Companies Registration Office (CRO) to save you time and money
- Advice on accounts filing requirements for all Irish companies and groups including, small, medium and large companies
- Advice on availing of audit exemption
- Attendance at the CRO to file your company’s documents in a timely manner.
Your company’s registered office address is its formal address. This is the address to which all legal notices, including correspondence from the Companies Registration Office (CRO) and Revenue Commissioners, will be sent.
While your registered office address can be anywhere in the State, it must be a physical location and have substance – a requirement over and above a post box number. This is because the appropriate authorities can visit your company’s registered office to inspect certain registers and documents and to deliver documents by hand.
Fitzwilliam Corporate Services offers a professional registered office facility for Irish and international companies. We can provide you with a centrally located registered office address and a timely mail forwarding service. This ensures that you can deal with all relevant correspondence in a timely manner.
For more information and to discuss your specific requirements, please contact a member of our team.@ T : 01 2135910 or bmcmahon@fmaccountants.ie
Share Capital:
Our services include drafting resolutions, convening meetings, and filing prescribed forms with the CRO.
Fitzwilliam Corportae Services is experienced in supporting companies’ shareholding activities. We can assist your company in drafting shareholder resolutions as well as advise on convening meetings. We also assist with the filing of prescribed forms in the Companies Registration Office (CRO).
Services we provide for our clients include advising on and filing documentation for:
- Changes in company structures
- Alterations of Memorandum and Articles of Association/Constitution
- Increases in authorised and issued share capital
- Alterations in share structure
- Share buy-backs and redemptions
- Capital maintenance
- Registration of shares transfers, allotments
- Stamp duty on share transfers including submission to Revenue
- Summary Approval Procedures
Fitzwilliam Corporate Services can provide your company with secretarial services to help you fulfil your legal obligation to record board decisions and shareholder resolutions.
Directors of Irish companies have a legal duty to record the decisions of the board and decisions (resolutions) made by shareholders of the company.
Fitzwilliam Corporate Services team can help you to adopt best practice when preparing minutes and resolutions. We can also ensure that your meetings and decisions comply with all applicable rules.
Services we provide for our clients include:
- Preparation of documentation for board and company meetings
- Attendance at meetings to take minutes
- Preparation of agendas and board packs
- Ensuring your company’s meetings are convened and held in compliance with internal and external regulations
- Hosting of meetings at Fitzwilliam Corporate Services centrally located Dublin office (if required)
For further information or to discuss your specific requirements, please contact a member of our team.
Board of Directors
Agreeing to be a director of an Irish company is a significant undertaking. We can advise your directors on how to reduce their personal exposure to risk.
Depending on your company’s type, you must have a minimum of either one or two directors. In addition, at least one of your company’s directors must reside within the European Economic Area. The only exemption from this EEA requirement is if your company holds an appropriate insurance bond or has a “continuous-link” certificate from the Companies Registration Office.
Directors are subject to onerous duties and responsibilities and there are sanctions should you fail to fulfil your obligations. We can advise your directors on how to discharge these duties and responsibilities so as to reduce their personal exposure to risk.
Services we provide for our clients include:
- Advice on the EEA resident director requirement and exemptions available (Bond and Real and Continuous Link Certificate)
- The appointment, resignation and removal of directors
- Advice on directors’ duties and responsibilities
- Advice on the obligations regarding the disclosure of directors’ interests
- Advice on indemnities for directors
- Advice regarding restrictions on the number of directorships that may be held by directors
- Advice on restriction and disqualification of directors
For further information or to discuss your specific requirements, please contact : cmohan@fmaccountants.ie
The Statutory Books
Under Irish company law, all companies are legally required to maintain certain statutory registers. We can assist your company fulfil this requirement.
The Companies Act obliges your company’s directors to maintain certain statutory registers. It is important that your directors understand this legal obligation and that your statutory books comply with the Companies Act requirements.
Services we provide for include:
- Maintenance and upkeep of statutory registers
- Issuing and safekeeping of share certificates
- Provision and holding of the company’s common seal
For further information or to discuss your specific requirements, please contact bmcmahon@fmaccountants.ie
Under Section 733 of the Companies Act 2014, any company that ceases to trade may apply for voluntary strike off from the Companies Register.
If your company ceases to trade, or has never traded, and has no outstanding creditors, Section 733 of the Companies Act 2014 permits you to apply for voluntary strike off from the Register of companies.
Services we provide for our clients include providing all necessary documentation for your company’s voluntary strike off.
If your company is dissolved involuntarily it’s important to act promptly to avoid sanctions. We will advise you on the restoration process.
Companies may be struck-off for various reasons such as non-filing of annual returns and accounts with the Companies Registration Office or failure to comply with Revenue requirements.
The consequences of involuntary strike off can be severe. Sanctions range from large filing penalties to prosecution of your company’s officers, loss of limited liability status and vesting of your company’s assets in the State.
If your company is dissolved involuntarily you should take immediate action to have it restored. Otherwise, in addition to the sanctions outlined above, you risk having to make a costly High Court application to be restored to the register.
We s can advise you on the restoration process, the complexity and cost of which will depend on whether your company has been dissolved for less than 12 months or for a longer period.
For further information and to discuss your specific requirements, please contact a member of our team.
Corporate Governance: Services we provide for our clients include:
- Advice on the new company law requirements under Companies Act 2014
- Advice on the requirements for letterheads of Irish companies and other administrative matters
- Shareholders Agreements
- Convening regular Boar Meetings and Reporting
- Arranging for translation of documents, notarial certificates and apostilling of documents for use abroad
- Advice on the activities of the Office of the Director of Corporate Enforcement (ODCE)
- Due diligence on compliance and regulatory issues
- Advice on upcoming changes to legal and regulatory rules affecting Irish companies
For further information or to discuss your specific requirements, please contact a member of our team.