Company Incorporation Guide
Ireland company registration for foreign owners
Applicable country/region: IE - Ireland
Published: Updated:
- Written by our advisory team
- Ireland rules and requirements
- Checked against official sources
Guide overview
The decisions to make before and after the filing
Ireland company registration means forming a private company limited by shares (LTD, or Teoranta in Irish) under the Companies Act 2014 and filing it with the Companies Registration Office (CRO) online through CORE. The filing is short; the choices around it take longer. You pick the form and decide who holds each office. A formation agent then traces ownership up the chain to the individuals behind it. The company also needs a director who meets a residence rule, or one of two ways around it, plus a registered office and personal identity numbers. Tax registration waits for the certificate of incorporation. So do the public record and the yearly filings that start with it.
COMPANY TYPES
Choosing the form and the people who run it
The right form for incorporation depends on what the company will do. The Companies Act 2014 treats the LTD as the most common type of company in Ireland, and it needs no objects clause. A designated activity company (DAC) suits a business tied to stated objects. A parent that wants no new Irish company can register a branch instead, and only a public limited company (PLC) can offer its shares to the public. Share capital aside, every company needs office-holders. Section 129 of the Act requires a company secretary, who may be a director, but a sole director may not also be secretary. So a one-director LTD needs a second person from day one.
Reading the company types
Rows cover ownership, shareholder and director rules, capital and notes for each company type.
Ireland LTD Basic Information
Ownership:
Consolidated Ownership
Limited Liability:
Positive
Publicly Participates In Capital Market:
Negative
Ireland LTD Registered Capital Requirement
Minimum Registered Capital Requirement:
Starting from 1 EUR.
Capital Injection Not Required:
Positive
Ireland LTD Memo
Memo:
There are no nationality restrictions for company secretary.
REQUIRED DOCUMENTS
Why the questions reach the people behind the company
Under Irish anti-money-laundering law, a formation agent is a designated person, in the same group as accountants and banks. It has to carry out customer due diligence before it acts, to learn who owns and controls the company. EU anti-money-laundering rules put a duty on the company too: it must hold current information on its beneficial owners, and that information goes to the Central Register of Beneficial Ownership (RBO). The register accepts only individuals as owners, never another company's name. When a foreign company holds the shares, the questions climb each level of ownership until they reach a person. The bank that opens the corporate bank account asks again later, under its own duty, as a separate approval.
Reading the documents
Rows are document types grouped by who provides them; each entry ends with its process and format.
Natural Person Shareholders & Directors's Required Documents
Proof of Address:
Shareholder and director's address proof: Water, electricity, and gas bills or bank statements scans. English translation required, clearly indicating the shareholder/director's name + address + date, not exceeding 1 month.
Process: Not ApplicableFormat: Scan Copy
Passport:
"Shareholders' and directors' passport cover scanned copy; take a selfie holding the passport."
Process: Not ApplicableFormat: Scan Copy
Passport front page scan of shareholders and directors;
Process: Not ApplicableFormat: Scan Copy
Legal Entity Shareholders's Required Documents
Proof of Address:
Proof of address for the legal representative of the holding company and shareholders holding more than 25% of the shares: scanned copies of water, electricity, and gas bills or bank statements. The documents need to be translated into English, clearly indicating the name, address, and date of the legal representative, and should not be more than 1 month old.
Process: Not ApplicableFormat: Scan Copy
Passport:
Scan of the passport homepage of the legal person of the holding company and shareholders holding more than 25% of the shares;
Process: Not ApplicableFormat: Scan Copy
Proof Of Registration / Business License:
English translation of the business license of the holding company.
Process: Not ApplicableFormat: Scan Copy
Company Bylaw:
The English translation of the company's articles of association;
Process: Not ApplicableFormat: Scan Copy
This Company's Required Documents
Equity Documents:
List of this prospective Irish Company's Ultimate Beneficiary Owners. Signed by this prospective Irish Company's director.
Process: Not ApplicableFormat: Scan Copy
REQUIREMENTS AND ESTIMATED COST
How to read the Ireland company registration requirements
Most requirements are roles or services that someone other than you can fill: the company secretary, a registered office in Ireland and the director who meets the residence test. Only the identity number of each individual director and shareholder is personal. Section 137 of the Companies Act 2014 says at least one director must be resident in a European Economic Area (EEA) state. Residence counts, not nationality, and only a director can meet it. A non-EEA board has two ways out: the company holds a bond, or it gets a certificate from the Registrar under section 140 showing a real and continuous link with an economic activity carried on in Ireland. The estimate changes with who fills each role.
Reading the requirements
Base cost is the service and government fees; each requirement shows if it is included and what solving it costs; the estimate adds them up.
Base Cost
Service Fee:
EUR 350
Government Fee:
EUR 50
Requirements
Company Secretary: Company secretary required
To register a company in Ireland, there must be a company secretary (can be a natural person or legal entity), who can be one of the directors of the company (without nationality, residence, and professional ability restrictions), but cannot be the sole director of the company. If you do not have one voluntarily takes on the role of company secretary responsible for communicating with the Irish authorities, you can choose the nomination secretary service provided by TKEG Expat™ (DE).
To register a company in Ireland, there must be a company secretary (can be a natural person or legal entity), who can be one of the directors of the company (without nationality, residence, and professional ability restrictions), but cannot be the sole director of the company. If you do not have one voluntarily takes on the role of company secretary responsible for communicating with the Irish authorities, you can choose the nomination secretary service provided by TKEG Expat™ (DE).
Included: No · Solution availableEstimated Cost: EUR 600
Nominee Director: Need to have residents of the European Economic Area (EEA) to serve as directors, or purchase "Non-Resident Insurance 137"
All Irish companies must have a resident of the European Economic Area (EEA) as a director. If there is no resident of the European Economic Area (EEA) serving as a director, it is necessary to purchase "Non-Resident Insurance No. 137". If there is no resident of the European Economic Area (EEA) serving as the director of the intended Irish company, you can choose the nominee director service provided by TKEG Expat™ (DE) or the non-resident insurance service.
All Irish companies must have a resident of the European Economic Area (EEA) as a director. If there is no resident of the European Economic Area (EEA) serving as a director, it is necessary to purchase "Non-Resident Insurance No. 137". If there is no resident of the European Economic Area (EEA) serving as the director of the intended Irish company, you can choose the nominee director service provided by TKEG Expat™ (DE) or the non-resident insurance service.
Included: No · Solution availableEstimated Cost: EUR 850 – 3,150
Registered Address: Registered Office Address is Required
To register an Irish company, an Irish address is necessary. If you do not have an Irish address, you can choose the address hosting service provided by TKEG Expat™ (DE).
To register an Irish company, an Irish address is necessary. If you do not have an Irish address, you can choose the address hosting service provided by TKEG Expat™ (DE).
Included: No · Solution availableEstimated Cost: EUR 300
Tax Registration: Irish personal identification number (IPN/PPS) required
All natural person shareholders, directors, and Ultimate Beneficiary Owners (UBO) of Irish companies must have an Irish Personal Public Service Number (PPS) or Identification Number (IPN) in order to open a company in Ireland. If you do not have an Irish Identification Number, you can use TKEG Expat™ (DE)'s Service to Apply for an IPN.
All natural person shareholders, directors, and Ultimate Beneficiary Owners (UBO) of Irish companies must have an Irish Personal Public Service Number (PPS) or Identification Number (IPN) in order to open a company in Ireland. If you do not have an Irish Identification Number, you can use TKEG Expat™ (DE)'s Service to Apply for an IPN.
Included: No · Solution availableEstimated Cost: EUR 100 – 175
Other Services: If the total number involved parties exceed two, a 25 EUR supplement fee occurs for each party.
If the total number involved parties exceed two, a 25 EUR supplement fee occurs for each party. (Excluding nominee directors and secretary hired through TKEG Expat™ (DE)'s service)
If the total number involved parties exceed two, a 25 EUR supplement fee occurs for each party. (Excluding nominee directors and secretary hired through TKEG Expat™ (DE)'s service)
Included: Yes ×2.00Additional Cost: EUR 25
Estimated Cost
Estimated Cost:
EUR 400 – 4,650
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TAX
Registering the new company with Revenue
The Office of the Revenue Commissioners (Revenue) registers a new company for tax only once it has the CRO number from the certificate, so tax registration is a separate step after incorporation. One registration can cover corporation tax, employer PAYE and VAT for the business. PAYE applies to directors' pay too, even when the company has no other staff. The corporation tax rate is set by the kind of income. Trading and non-trading income are taxed differently, and income from a trade carried on wholly outside Ireland is taxed at the higher rate. The VAT number comes from Revenue, and a valid one can fail a VIES check until it is enabled for intra-EU trade.
Reading the tax data
Rows cover corporate income, withholding, value-added and capital gains tax, plus effective rates, for each jurisdiction.
Corporate Income Tax (CIT)
General CIT Rate:
Trade company: 12.5%. Non-trade company: 25% (e.g. royalties received by passive holding companies).
CIT Return Due Date:
Nine months after the end of the tax accounting period.
CIT Payment Due Date:
Nine months after the end of the tax accounting period.
CIT Estimated Payment Due Date:
Small companies: The first installment should be due 31 days before the end of the tax accounting period, and the final installment should be due at the time of submitting the tax return; Large companies: The first installment should be due six months after the start of the tax accounting period, the second installment should be due 31 days before the end of the tax accounting period, and the final installment should be due at the time of submitting the CIT return for that period. * Not later than the 23rd of the month.
Withholding Tax (WHT)
Resident Withholding Tax (Dividend/Interest/Royalty):
25/20/20
Non-Resident Withholding Tax (Dividend/Interest/Royalty):
25/20/20
Value-Added Tax (VAT)
General VAT Rate:
23
Capital Gain Tax (CGT)
General Capital Gain Tax Rate:
33%
Effective Tax Rate (ETR)
Composite Effective Average Tax Rate:
12.36
Composite Effective Marginal Tax Rate:
13.21
Conclusion
Filings that follow the certificate
From the date on its certificate, the company is on the public register. The beneficial ownership filing with the RBO is due within five months of incorporation. It should name the same owners as the incorporation file, because a designated person that spots a mismatch must report it. The annual return to the CRO runs on its own clock. The first is made up to six months after incorporation and carries no accounts, and each return is filed within 56 days of its date. Repeated late filing can stop a small company claiming to be exempt from audit. The corporation tax return follows a separate timetable. Put the first annual return date in the diary now.
Jurisdiction Overview
About Ireland
Ireland is Europe’s leading hub for US tech and pharma multinationals, offering 12.5% corporate tax, an English-speaking EU base, and a young highly educated workforce in Dublin’s thriving ecosystem.
View Complete InformationFrequently Asked Questions
Ireland law requires non-EEA residents to have a European Economic Area (EEA) director to set up a company in Ireland. EEA residents are required to be directors of a company in Ireland, and those who are unable to provide an EEA resident as a director are required to take out Non-Resident insurance to bind the company to operate legally and legally in Ireland. Therefore, if you do not have a candidate to act as a director of your Irish company, you can be matched with an EU nominee through the services of TKEG Expat™ (DE). Alternatively, we can assist you in taking out Non-Resident Insurance.
No capital verification is required to register an Ireland company, regardless of company types.
The name of a company may be in any language but must be expressed in roman characters. Its limited liability status must be reflected at the end of the company name by the word “Limited” or its abbreviation “LTD”. The name of the company must not include the word “Standard”, and there are conditions on the use of the words “bank”, “association”, “university”, “charity”, “architect” and related words .
Yes. Since 11 June 2023, all directors and shareholders of an Irish company must hold a personal identity number for CRO filings and annual returns filings: an Irish PPSN, or an Identified Person Number (IPN) / RBO number. Anyone without an existing PPSN or RBO number must apply for an IPN; the application form must be sworn before a notary in the officer's home country, and the resulting number must be used for all future CRO filings. To incorporate, each prospective shareholder and director must provide one of these identifiers, which is also used for beneficial-ownership filing. An IPN application is not required where all directors and shareholders are already Irish.
For each company officer (director and secretary): passport photo page plus a second page, a selfie holding the passport (or a notarised passport copy), date of birth, a phone number (preferably a landline), a PPS number where applicable, and two proofs of address dated within the last three months (utility, gas, electricity, landline, government/council, or bank/credit-card statements; mobile-phone bills are not accepted). A corporate shareholder must additionally provide its certificate of incorporation (with any former names), memorandum and articles of association, and a structure printout showing registered/business address, officers and shareholders. Any beneficial owner holding over 25% must be identified to the same standard as an officer, with confirmation of business activities.
An Irish VAT/Corporation Tax (CIT) registration can be rejected if the directors do not have a PPSN. The directors must first obtain a PPSN; without it the company's CIT number cannot be applied for, so the PPSN application should be started early. A dormant company does not need a CIT number for now, and VAT registration is only required once turnover reaches the Irish VAT thresholds; below the threshold a company can defer VAT registration.
For the witness on the constitution form, any relative of the share subscriber will suffice.
A witness on a share/subscription agreement must provide their signature, their printed name in capital letters, and their full address including postcode. Signatures should be hand-written on printed documents and scanned clearly (any barcodes on returned forms must remain legible).
Any individual holding more than 25% of the company, or controlling it by other means, must be declared as a beneficial owner (UBO). This is assessed by tracing the ownership chain through to the ultimate individual — including through a listed parent company. If a new financial report later shows that an individual crosses the 25% threshold, the UBO declaration must be corrected and supplementary supporting materials may be required. In Malta, where all the registered shareholders are individuals, none of whom acts as a trustee or in any other fiduciary capacity, no other individual owns or controls more than 25% of the company or otherwise controls it, and no senior managing official counts as beneficial owner, the register of members serves as the beneficial owners register and no separate UBO declaration is filed. In Malta, these rules do not apply to a company that is listed, or indirectly fully owned by a company that is listed, on a regulated market with disclosure requirements consistent with EU law or equivalent international standards.
No. By Irish law no RBO document is issued to the client. A third party needing RBO data must have its own authorised access to the Irish RBO register and should not rely on the client to supply it; without access it is not entitled to the information. If only ultimate beneficial owner (UBO) details are needed, the client can instead provide a self-prepared statement or a cap table signed by a director.
No. Irish authorities no longer accept online notarization; documents must be notarized in person. For forms where the notary must fill in information, a Hong Kong notary is preferred because mainland China notaries often will not complete such forms.
References
irishstatutebook.ie · section 129revisedacts.lawreform.ie · revised · 25irishstatutebook.ie · section 137irishstatutebook.ie · section 140revenue.ie · how to register for tax as a new companyeuropa.eu · check vat number viescro.ie · beneficial ownershipcro.ie · filing an annual returnirishstatutebook.ie · section 9revenue.ie · role of revenuerbo.gov.iecro.ie · required stepsrevisedacts.lawreform.ie · revised · 50revisedacts.lawreform.ie · revised · 888Arevenue.ie · part04cro.ie · requirements for audit exemptionirishstatutebook.ie · madeeur-lex.europa.eu · CELEX 32015L0849revisedacts.lawreform.ie · revised · 38revisedacts.lawreform.ie · revised · 33rbo.gov.ie · what is a beneficial owner other informationrevenue.ie · registration of employers for paye purposesrevenue.ie · 02 02 02
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