Has it been 6 months since you formed a company?
If Yes then Now is the time to file your Annual Return Form B1 in order to avoid possible late filing fees with the Companies Registration Office
We would be delighted to assist you with the filing of your company’s Form B1 Annual Return – please complete the form to the right and we will contact you shortly.
What is the Form B1 Annual Return?
The Annual Return is a document B1 which, shows details of the registration number, registered office address, authorised and issued share capital, members and any share transfers in the preceeding year, directors and their details and the company secretary. The annual return is made up to fourteen days after the AGM and must be filed with the Registrar with the accounts. An annual return is required to be delivered by an Irish company, whether trading or not, to the CRO once at least in every calendar year.
Should a company fail to file its annual return and accounts, the Registrar of Companies may have the company struck off. Then the company ceases to exist and any assets become the property of the State.
What is the ARD?
A new company’s Annual Return Date or sometime referred to as “ARD” is the date six months from its date of incorporation. Although not statutorily required to do so, the CRO has a policy of sending an ARD reminder to each company at its registered office in advance of the company’s ARD every year.
Does every company have to file a Form B1?
Every company, whether trading or not, is obliged to file an annual return each calender year at the Companies Registration Office not later than 28 days from its statutory annual return date (ARD). A company director must ensure that an annual return on behalf of the company is delivered to the CRO at least once in every calendar year. The annual return sets out certain prescribed information in respect of the company.
A company’s annual return is required to be made up to a date every year which is no later than the company’s Annual Return Date and to be filed with the CRO within 28 days of the date to which it has been made up.
Where accounts are required to be attached to the annual return, the return filing deadline is either:
The company’s ARD plus 28 days
The company’s financial year end plus 9 months and 28 days
– whichever is the earlier
What happens if an annual return is filed late?
A late filing penalty of €100 becomes due in respect of an annual return on the day after the expiry of the
filing deadline. The annual return filing deadline is 28 days after the effective date of the return. A daily penalty amount of €3 accrues from day 30 onwards, up to a maximum penalty of €1,200 per return. This penalty is in addition to the standard filing fee of €30 per annual return. Revenue has confirmed that late filing penalties are not tax deductible.
In addition, an on-the-spot fine may be imposed by CRO where the company has a record of persistent late filing. Auditors ought to be furnished with the books and records of the company well in advance of the annual return filing deadline if the company wishes to avoid incurring the late filing penalty
What enforcement measures may be taken by the CRO where there has been
failure to file an annual return in compliance with the Companies Acts?
If a company fails to file its annual return in compliance with the Companies Acts, the company and its officers are liable to enforcement measures, including the imposition of an on-the-spot fine on the company and/or any person who is in default of delivering the return, and/or summary prosecution by the registrar of companies of the company and/or any officer in default. Fines of up to €1,904.61 can be imposed and/or a conviction for breach of the annual return filing requirements.
In addition, a company may be struck off the register and dissolved for failure to file an annual return. If a company is struck off, the assets of the company become vested in the Minister for Finance,and if the business continues to trade, the owners will no longer enjoy the benefit of limited liability and so are personally responsible for any debts incurred so long as the company remains dissolved.
I have further queries about filing my company’s annual return. What should I do?
The CRO recommends that you consult your professional adviser 014977651 or cro@mccarthyaccountants.com without delay, who will be best able to deal with the specifics of your company’s situation and to advise you accordingly.
