The most important compliance requirement for all companies is to file a B1 Annual Return form (“B1”) and Financial Statements each year with the Companies Registration Office (“CRO”). An Annual Return is an electronic document setting out certain prescribed company information which is required to be delivered by an Irish company, whether trading or not.
Companies have 28 days from their annual return date (“ARD”) to file a B1 with the CRO. They then have a further 28 days to electronically upload Financial Statements and to deliver an Accounts Certification Page and B1 Signature Page or B1 Cover Page to the CRO. The CRO will no longer accept manual or handwritten B1 forms, therefore all B1s, Financial Statements and Audit Reports must be electronically submitted.
The ARD of a company must fall no later than 9 months after year end. For example, companies with a financial year end of 31 December, an ARD of 30 September of the following year is the optimum date to which the company can make its B1 submission.
Where the maximum period of nine months between the ARD and the Financial year end is not in place companies may elect to extend their ARD. A Company’s ARD can be extended by up to 6 months by filing a Form B73 with the CRO. This can only be completed once every 5 years.
All Companies must file the BI and Financial Statements on time otherwise they face strict penalties for late filing; including late filing penalties (€100 on the first day following the deadline and then a daily penalty of €3 for each subsequent day up to the maximum penalty of €1,200), loss of audit exemption and possible involuntary strike off of the company, the commencement of which takes place when a Company is late filing an Annual Return by more than 200 days. It is important to keep in mind that the assets of the company become the property of the State upon dissolution.
The Directors may also face restriction or disqualification proceedings if the company is struck off the Register of Companies. Failure to keep a company in good standing may have negative consequences when trying to obtain bank finance and new lines of credit as external parties may look for up to date Financial Statements and for the most recent B1 filed in order to provide financing to companies.