Annual Returns – Hints and Reminders

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Van-Geraghty
Company Secretarial Services | Corporate Governance | Compliance Tel: +353 (0) 505 34101 Email: vgeraghty@komsec.ie  

Filing Annual Returns and Financial Statements – FAQ

The majority of  Irish companies have a financial year end date of 31st December and consequently their Annual Return Date (ARD) falls on the 30th September.

These companies file their Financial Statements and the signed signature page with the Companies Registration Office (CRO) no late than 25th November.

Failure to file an annual return within the deadline (56 days within the ARD) results in incurring late filing penalties and loss of audit exemption for the following two years and can also result in prosecution of Companies and Directors. The Company also risks the company being struck off the CRO Register.

Late Filing Penalty

Late filing incurs a penalty of €100 w.e.f. expiry date of the company’s deadline plus a daily penalty of €3 thereafter, up to a maximum of €1,200 for each return.

Loss of Audit Exemption

Late filing also results in loss of audit exemption for the following two years.

Prosecution of Companies and Directors

Under section 343 of the Companies Act 2014, companies and directors can be prosecuted under section 865 of the Companies Act 2014 and face an on-the-spot fine for persistent late filing.

Involuntary Strike Off

If a company is late, they risk being struck off the CRO register and dissolution. Accordingly, the company loses limited liability protection w.e.f. date of strike off.

Below are some points to keep in mind:

  • Annual Return Date (ARD) – is the date up to which information contained in the Annual Return is made, e.g. up to 30th
  • Deadline – the Annual Return (financial statements and signed signature page must be filed electronically within 56 days from ARD.
  • Director Details – residential address and list of Directorships, worldwide, past and present, within the past five years to be included.
  • Directors PPSN / VIN – from 11.06.2023, Directors are required to provide their PPSN when filing certain Statutory Forms (including the Annual Return). Where a Director does not have a PPSN they must apply to the CRO for an “Identified Person Number” by filing a Form VIF (Declaration as to Verification of Identity). Once the CRO has verified the details in the Form VIF, an Identified Person Number (IPN) will be issued to the Director.
  • First Annual Return- does not require Financial Statements.
  • Financial Year – A company’s first financial years end can end no more that 18 months after its incorporation date. Subsequent financial years must start the day after the last financial year end and be for 12 months.
  • Nine month rule means that companies must file their Financial Statements within a maximum of 9 months of the end of their financial year, known as the 9 month rule.
  • Financial Statements must be filed electronically before the signed signature page(s) are received by the CRO.
  • Signatories for Annual Return – A Director and the Company Secretary.

 

Annual Return time is around the corner..

Posted in Category(ies): Annual Returns
Kathryn-Maybury
A post by Kathryn Maybury | Managing Director | KOMSEC Limited | Company Secretarial Services | Corporate Governance | Compliance | Tel: +353 (0) 1 2107595 Email: kmaybury@komsec.ie  

 

  • Check status of your company’s filing in the Companies Registration Office is correct
  • Check if any of the directors have changed their personal details. The two most common changes are where directors have changed home address or their list of directorships are not current.
  • When a director moves home address a statutory form must be filed noting the new address and effective date of change.
  • The list of directorships should include all directorships held worldwide, past and present, within past 5 years.
  • Have the Financial Statements ready for filing.
  • Confirm the designated signatories for the Annual Return will be available to sign when required, i.e. a specific named Director and the Company Secretary.
  • The Annual Return should include the PPSN of each Director.
  • Where a Director does not have a PPSN, they must instead provide a VIN (Verified Identity Number).
  • A VIN can be applied by submitting a notorised VIF Form in advance with the Companies Registration Office. The turnaround for registering notorised VIF Forms is approximately one week.  
  • Annual Returns without either a PPSN or VIN number will be rejected.

Annual Returns – Prepare to file

Posted in Category(ies): Annual Returns
Kathryn-Maybury
A post by Kathryn Maybury | Managing Director | KOMSEC Limited | Company Secretarial Services | Corporate Governance | Compliance | Tel: +353 (0) 1 2107595 Email: kmaybury@komsec.ie  

 

The majority of companies in Ireland have an Annual Return Date of 30th September so to avoid getting caught out start preparing now.

 

  • Check status of your company’s filing in the Companies Registration Office is correct

  • Check if any of the directors have changed their personal details. The two most common changes are where directors have changed home address or their list of directorships are not current.

  • When a director moves home address a statutory form must be filed noting the new address and effective date of change.

  • The list of directorships should include all directorships held worldwide, past and present, within past 5 years.

  • Have the Financial Statements ready for filing.

  • Confirm the designated signatories for the Annual Return will be available to sign when required, i.e. a specific named Director and the Company Secretary.

 

Taking the above steps now can help to ensure there are no delays when it comes to filing the Annual Return.

 

One last thing – docu-signatures are not permitted on the Annual Return – you have been warned!

 

Annual Return Date Mismatch

Posted in Category(ies): Annual Returns
Kathryn-Maybury
A post by Kathryn Maybury | Managing Director | KOMSEC Limited | Company Secretarial Services | Corporate Governance | Compliance | Tel: +353 (0) 1 2107595 Email: kmaybury@komsec.ie  

 

 

ANNUAL RETURN DATE MISMATCH

Be very careful as currently the Annual Return Date for your company does not match the Annual Return Date given on the Companies Registration Office (CRO) website. Confused – you should be!

 

The Annual Return Date (ARD) of a company is the date up to which a company provides corporate information on itself as at a particular date year. A bit like a corporate snapshot.

Previously the CRO always gave the actual ARD for each company. Unfortunately, since the implementation of its new digital platform the CRO website is now showing the filing deadline date as if it was the actual ARD.

Let’s pretend your company’s ARD is 01.01.2021 that would give it 56 days in which to electronically file everything bringing it to 26.02.2021. Your company’s ARD is 01.01.2021 but the CRO are showing it as 26.02.2021 which is actually the filing deadline date.  

 

Hopefully, this mismatch will be short term as the CRO continues to resolve teething problems surrounding its new system. In the meantime, take care. Failure to file the Annual Return (and accompanying financial statements and signature page) carries, at a minimum, the imposition of a late filing fee and loss of audit exemption.

Annual Return Deadline extended to 9th December 2021

Posted in Category(ies): Annual Returns
Kathryn-Maybury
A post by Kathryn Maybury | Managing Director | KOMSEC Limited | Company Secretarial Services | Corporate Governance | Compliance | Tel: +353 (0) 1 2107595 Email: kmaybury@komsec.ie  

 

 

The Registrar of the Companies Registration Office has made an unexpected decision to extend the current filing deadline for Annual Returns from 25th November to 9th December.

The decision to extend the deadline was in recognition of the difficulties experienced by some accountancy firms in meeting the 25th November deadline resulting from the evolving Covid-19 situation.

The extension is a welcome and practical recognition of the difficulties faced by so many of us as we all continue to juggle the practicalities of working in an ever-changing office / home / hybrid environment.

 

ANNUAL RETURNS – Deadlines extended – AGAIN!

Posted in Category(ies): Annual Returns
Kathryn-Maybury
A post by Kathryn Maybury | Managing Director | KOMSEC Limited | Company Secretarial Services | Corporate Governance | Compliance | Tel: +353 (0) 1 2107595 Email: kmaybury@komsec.ie  

ANNUAL RETURNS – Deadlines extended – AGAIN!

 

At this point even I am not sure how many extensions have been given for filing Annual Returns in the Companies Registration Office!. The latest extension for filing is thanks to both the Level 5 restrictions and challenges within the Companies Registration Office (CRO) as it adjusts to its new IT system.

 

The upshot is that any company with an Annual Return Date (ARD) of 30th September 2020 or later does not have to file the original signature page in the CRO until 28th May 2021 (previous extension was to 26.02.2021).

 

Personally, I would urge all companies to try and file on time regardless. It is too easy to think that the deadline is so far away there is plenty of time. Think again, it is hard to manage diaries, deadlines, client expectations and life working from home. Are you absolutely sure that you will remember to file a 2020 Annual Return in May 2021?

 

The new IT system in the CRO requires a company to electronically file the Annual Return and Financial Statements at the same time. Previously some companies relied on being able to file the Annual Return and worry about having the Financial Statements ready for filing later. Clearly this is no longer an option.

 

At the very least check the Financial Statements are in hand and are available in pdf ready for electronic filing with the Annual Return.

 

Hallowe’en Heebee Jebbies!

Posted in Category(ies): Annual Returns
Kathryn-Maybury
A post by Kathryn Maybury | Managing Director | KOMSEC Limited | Company Secretarial Services | Corporate Governance | Compliance | Tel: +353 (0) 1 2107595 Email: kmaybury@komsec.ie  

 

Forget Nightmare on Elm Street and Freddy Krueger we can have sleepless nights with the old reliable “Nightmare of the Annual Return”. Not sure anyone would call it a classic but, it is certainly a reliable annual event.

This year is different though as the filing sequence and deadline dates have changed.

Companies with an Annual Return Date (ARD) of 30th September must electronically file both the Annual Return and Financial Statements in the Companies Registration Office before the signature page can be generated. Once the signature page has been issued the company must ensure it is completed and electronically filed in the Companies Registration Office no later than 25th November.

OK, maybe not quite in the same league as Freddy Krueger after all but, definitely up there for stress. Don’t let your filing deadline turn into a slasher movie for your company. File and sign with the bonus it can all be done online.

Filing Annual Returns and Financial Statements – FAQ

Posted in Category(ies): Annual Returns
Kathryn-Maybury
A post by Kathryn Maybury | Managing Director | KOMSEC Limited | Company Secretarial Services | Corporate Governance | Compliance | Tel: +353 (0) 1 2107595 Email: kmaybury@komsec.ie  

Filing Annual Returns and Financial Statements – FAQ

September is the month panic can set in as Companies suddenly focus on their filing deadlines for their Annual Return and Financial Statements. Confusion can surround terminology, deadlines, and signatures required. 

Below are answers to some of the most frequently asked questions (FAQs) KomSec Limited receives from our clients at this time of year.

 

Annual Return Date (ARD) date up to which information contained in the Annual Return is made, e.g. up to 30th September.

28 days after ARD the Annual Return must be filed electronically within 28 days from ARD.

28 days after electronic filing the original signed signature pages must be received by the Companies Registration Office (CRO) within 28 days from the 

    date on which the Annual Return was filed electronically.

First Annual Return does not have to file Financial Statements.

Financial Year – A company’s first financial years end can end no more that 18 months after its incorporation date. Subsequent financial years must start

    the day after the last financial year end and be for 12 months, + or – 7 days.

Nine month rule means that companies must file their FS within a maximum of 9 months and 28 days of the end of their financial year, known as the 9

    month rule.

Financial Statements must be filed electronically before or on day original signed signature pages are received by the CRO.

Financial Statements size is restricted by the CRO to a maximum of 5mbs.

Signatures for Annual Return are one Director and the Company Secretary.

Signatures for Financial Statements must be typed.