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What is Annual Company Secretarial Compliance?
Every company is required to comply with the Companies Act and on an annual basis prepare and file financial statements and hold an AGM. Typically this is a service provided to companies by the Company Secretarial Advisors such as CLS Chartered Secretaries or the accountant or solicitors.
This service typically involves:
- Manage the annual return date and filing deadlines
- Prepare and file an annual return in CORE
- File PDF financial statements in CORE
- Prepare draft minutes and hold a directors meeting to approve and file financial statements
- Document any loans given or taken to or from the company
- Prepare and hold an AGM or pass a written resolution of the members to consider the financial statements
- Maintain the statutory register & minute book
Many firms look after filing the annual return only. Clients will assume (even though they are not paying for it) that you are providing all these services unless you have clearly specified that you are not and have set out what services you have been engaged to perform.
Risk of Providing Annual Company Secretarial Compliance Services
The biggest risk for providing annual compliance services is missing the filing deadline and the company incurring late filing penalties but more importantly the loss of audit exemption. With the audit exemption thresholds at €12 million turnover, more and more companies are now claiming audit exemption and however the penalty for the loss of the audit exemption for the next 2 financial years far exceeds the cost of the late filing penalties.
Also the nature of accountancy firms has changed where a large accountancy firm may now not have an audit certificate so filing late may lead to the loss of the client as the firm cannot carry out the audit.
So the Annual Return Date list becomes the most important document in the firm.
- Who is in charge of the list and who can make changes to it
- What information does it hold
- How often is it monitored
The amount of times we hear of genuine and stupid reasons for missing the deadline and often it’s due to no fixed procedure on how to prepare and file the annual returns and financial statements.
Another important factor in providing the service is clarifying what is the firms and the clients responsibilities?
- What happens if they only drop in the books and records the day before the deadline?
- What happens if they don’t return the signed forms in time to file in CRO?
- Who is liable to pay the late filing penalties and the cost of having an audit or going to the District Court to get the extension of time?
How Can CLS Help
We can assist in providing annual company secretarial compliance and ensuring the company stays compliant with company law and does not miss filing its annual return on time. For more information please contact any one of the team on 059 9186776 or info@clscs.ie
Please Note:
Our CLS Insights aims to bring you practical information and news on Company Law and Company Secretarial. We cover the topics that matter to your business and give practical tips and also the benefit our experiences. Please remember this article is a guide and legal advice should always be obtained. If you have any queries please contact one of the team and we would be happy to help.
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