Annual Obligations of an Irish Limited

Every Irish Limited (LTD) must comply with a number of statutory annual obligations to maintain its legal status and avoid penalties or deregistration. These requirements apply regardless of whether the company is actively trading or dormant.

A well-functioning governance structure involving Directors, Secretary, and Shareholders is key to fulfilling these obligations. Failure to meet deadlines may result in fines, late filing penalties, and in serious cases, involuntary strike-off from the register.

1. Annual Return (Form B1) – Filing with the Companies Registration Office (CRO)
2. Financial Statements – Preparation and filing depending on company size
3. RBO Update – Declaration and update of Ultimate Beneficial Owners (UBOs)
4. Corporation Tax Return (CT1) – Filing with Revenue (Irish Tax Authority)

Annual Return (Form B1)

The Annual Return is a legal filing that confirms the company’s continued existence and provides an up-to-date snapshot of its corporate structure. It must be submitted annually via the CORE portal of the CRO.

Up-to-date details of directors, company secretary, and shareholders
Current shareholding structure
Registered office address and company number

The first B1 is due within 6 months of incorporation. Failure to file on time results in late fees and potential removal from the register.

Financial Statements

All LTDs must prepare annual financial accounts. The type of report depends on the size of the company:

Small companies may submit abridged (simplified) accounts
Medium/large companies must include a full Director’s and Auditor’s Report

These must be filed within 9 months after the financial year-end. Required components include:

Profit & Loss Statement
Balance Sheet
Director’s Report
Auditor’s Report (if applicable)

Update of the Register of Beneficial Owners (RBO)

Irish companies must keep their beneficial ownership information up to date in the RBO system. Any changes (e.g. in shareholding or control) must be reported within 14 days.

For UBOs who do not hold an Irish PPS number, a BEN2 verification is required. For more on how to verify identity as a director or shareholder, see Identification Requirements.

Corporation Tax Return (CT1)

All companies must file a Corporation Tax Return (CT1) annually via the Revenue Online Service (ROS), even if no revenue was earned or no trade occurred. This ensures tax compliance with Irish authorities.

The filing deadline is 9 months after the company’s financial year-end. Late submissions incur interest and penalties.

Role of the Company Secretary

The Company Secretary is typically responsible for overseeing all these filings. In small companies, the director and secretary may be the same person, but this increases the risk of non-compliance if not monitored carefully.

Start Here

To learn more about founding, structuring, and managing an Irish Limited, visit our main information page: Founding an Irish Limited.