Requirements For a Branch For a Company Registered in an EU-Country

Posted in Company Secretarial, Newsletter, Our Blog, Overseas Businesses, Regulations

1. SET UP

A. FORM F12

A Form F12 must be completed and filed with the Companies RegistrationOffice with a filing fee of €60. This form must be submitted along with:

  • A copy of the certificate of incorporation.
  • A copy of any certificates of incorporation on any name changes of the company.
  • A copy of the last set of financial statements submitted to the overseasCompanies House for the parent company.
  • A certified and translated (if necessary) copy of the Memorandum and Articles of Association of the company.

The documents to be certified as true within the country in which the company is incorporated should be by:

  • The Registrar of Companies,or
  • A notary public, or
  • An officer of the company on oath before a person having authority to administer an oath.

 

B. REVENUE COMMISSIONERS

After registration in the Companies Registration Office, a Form TR2(FT) must be completed, signed by a Director of the parent company and filed with the Revenue Commissioners to register for taxation purposes.

C. LETTERHEADS

After the Branch has been registered with the Companies Registration Office, every letter and order form used by the Branch is required to bear the following:

  • The place of registration of the company
  • The number with which it is registered
  • The legal classification of the company
  • The address of its registered office
  • The place of registration of the Branch and its registration number

2. ANNUAL RETURNS

A. COMPANIES REGISTRATION OFFICE

Accounting documents to be submitted to the Companies Registration Office annually with a filing fee of €15 are:

  • The accounts of the company for the period, including if it has one or moresubsidiaries, any consolidated accounts of the group
  • Any annual report of the Directors for the period
  • The report of the auditors on the company accounts
  • Any report of the auditors on the directors report.

The annual return (Form F7) and accounts must be filed within 11 months from the company’s financial year end or at the same time as they are published in the country of incorporation, whichever is earlier.

B. REVENUE COMMISSIONERS

An annual Corporation Tax Return (Form CT1) must be filed with the Revenue Commissioners within 9 months after the branch’s financial year end i.e. if the branch’s financial year end is 31 December 2015 the branch’s Corporation Tax Return must be filed with the Irish Revenue Commissioners by 21 September 2016.

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