Topical CRO Updates

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| Sinead Gortland

In early October the CRO held their Stakeholders Meeting, from which there are a number of updates;

  • Enforcement
  • There will be no involuntary strike-offs before 2025 as the CRO continue to test their IT systems
  • Incorporations
  • 17,956 New Companies were registered in 2024, a 5% increase on 2023
  • Directors Addresses on Branches
  • The CRO confirmed that the Form T1 process which ensures that a Director’sresidential address does notappear on the registerdoes not apply to Branches as they are not a Company
  • For more information of the Form T1 please see this blog post.
  • Corporate Sustainability Reporting Directive
  • Implementation will be on aphased basis and will primarily affect large companies with more than 500 employees.
  • First filings expected in November 2025
  • CRO Data
  • Separate to the Government Open Data portal the CRO is developing their own portal which will provide real-time access to various data types
  • No definite timeline currently

A key focus area for the CRO is reducing the number of returned Form B10s, common reasons for returns on CORE currently include;

  • Pages not signed and/or dated,
  • Incorrectly dated signature and/or consent pages,
  • Missing signature and/or consent pages,
  • Incorrect uploads, for example: signature pages belonging to another CRO submission; including,
  • superfluous documentation to incorrect material, such as bank statements, Revenue returns or medical certificates.

As a result of such high returns and common issues causing such returns from 1st October 2024, the CRO will only accept B10 submissions which meet the following criteria;

  1. Signature and/or Consent pages signed by the nominated signatory with an original wet signature.
  2. The submission correctly dated in the format of Day/Month/Year by the nominated signatory.
  3. Dates must also accurately reflect the date that the form was signed. Therefore, back-dating and post-dating is prohibited.
  4. Signatures and dates must be contained within the designated areas on the Signature and/or Consent pages.
  5. Relevant uploaded material only

Forms deemed not to meet the above criteria will be returned and may also be rejected.

Additional Upcoming Changes to CRO

Companies (Corporate Governance, Enforcement and Regulatory Provisions) Bill 2024 is expected to be enacted before the end of 2024. Alongside many other amendments to Companies Act 2014 below is some key items that will see changes brought to the CRO such as;

  • New grounds for involuntary strike-off are proposed including; failure of a company to deliver the details of the registered office of the company; where no secretary of the company is recorded on the Register of Companies; and failure of a company to notify the Registrar of Beneficial Ownership of certain information in relation to the beneficial owner of a company.
  • Audit Exemption & Late Filing Annual Return - a small company will not lose its audit exemption for 2 years if it files one annual return late once in a five-year period, it is currently lost if one annual is missed.
  • The Registrar may request verification of the details of the address of a company’s registered office.
  • Provision for the Form B1 to allow for the voluntary provision of a Boards gender balance of their directors
  • Certain Forms such as SAPs will be made into prescribed forms

If you would like to discuss any of the above with a member of our team please contact a member of staff at 0539100000.

The contents of this article are meant as a guide only and are not a substitute for professional advice. The author/s accept no responsibility for any action taken, or refrained from, as a result of the material contained in this document. Specific advice should be obtained before acting or refraining from acting, in connection with the matters dealt with in this article. The information at the time of publishing was accurate and could be subject to final changes.

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About the Author

Sinead is a key member of the OmniPro Corporate Consultants Technical Support team providing advice and support in relation to Company Law and Company Secretarial procedures. In addition, Sinead is responsible for carrying out Section 343 applications to the District Court, Company Restorations, Annual Compliance, Company Conversions and Company Law Compliance. Sinead joined OmniPro in 2016 and quickly became an integral member of our Company Secretarial team. She started off her career in OmniPro as part of our Company Formations team building up her experience and knowledge before eventually moving into Company Secretarial. Sinead has a Masters Degree from Maynooth University.

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