Every company has an Annual Return Date (“ARD”) and are required to file an annual return each year with the Companies Registration Office.
This is one of the most important Company Law requirements to keep the company on the Register of Companies. However, there are other annual company law requirements and click here to read about Annual Company Secretarial Compliance.
The ARD is automatically calculated: –
- 6 months from the date of incorporation; or
- The anniversary of the last annual return filed (unless the date was changed on the last B1)
Annual Return Date
Every company must file an B1 Annual Return within 56 days of its ARD. Financial statements must be filed with every annual return unless:-
- The first annual return which is due to be filed within 6 months of the date of incorporation
- The company is extending its ARD using a B1B73 form
- An unlimited company that is a non-designated unlimited company and is claiming the exemption from filing financial statements
Financial statements being filed with an annual return must cover a 12-month period and be filed within 9 months of the financial year end. This may impact the ARD where the company must file earlier than its ARD or extend the ARD to give the company more time to file its annual return.
Filing the B1 with the CRO
The B1 annual return must be filed electronically either through CORE or with company secretarial software. The financial statements must be uploaded first before the signature page is generated. The form should be signed by a director and secretary or an electronic filing agent (only if one has been appointed) by printing off the signature page signing the form and uploading a scanned version of the signed form. Digital signatures are not acceptable.
Consequences for Failing to File on Time
If a company is late filing its annual return, it may face at least one of the following consequences:-
- Late filing fees of €100 plus €3 per day for every day the company is late
- Loss of audit exemption if the company has already filed late once in the previous 5 years
- Prosecution by the CRO in the District Court for failure to file an annual return with a fine up to €5,000
- Companies may apply to the District Court for an extension of time to file the late annual return
- The company is struck off the Register of Companies by way of Involuntary Strike Off
- The directors may be disqualified from acting as directors if the company is struck off involuntarily
Assistance with Filing
CLS may assist companies filing the annual return with the CRO. Please feel free to contact our Company Secretarial Team on 059-9186776 or cosec@clscs.ie
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