Branches - Ireland

Updated 08/2012

Legal requirements

The establishment of a place of business in Ireland by a foreign company is regulated by Part XI of the Companies Act 1963.

Companies Act, 1963, Part XI on companies outside the State establishing a place of business within the State

The setting-up of a branch in the State by a foreign company is regulated by the EU (Branch Disclosures) Regulations 1993.

EU (Branch Disclosures) Regulations 1993

Types of secondary establishment

Companies wishing to do business in Ireland can register as either a branch or a place of business.

A branch has the appearance of permanency, such as an extension of the parent body, is managed locally, and is materially equipped to negotiate business with third parties, without recourse to the parent body, the head office of which is abroad.

A place of business is an office which performs operations ancillary or incidental to the company's business. It includes a share transfer or share registration office. Offices which undertake promotional activities for the business of the company would be regarded as places of business.

Leaflet on foreign companies

A foreign company may set up an independent subsidiary in Ireland. This new company should then be set up and registered under the same provisions as a new company.

Many of the requirements and procedures for opening a secondary establishment are the same as for starting up a business.

Start-ups — Ireland

Administrative procedures

The Services Directive: Points of single contact

The Services Directive is a European law that aims to make life easier for businesses that wish to provide services in the European Union – in their home country or abroad. The Directive defines the rules that apply to entrepreneurs wishing to establish a business or perform temporary services in the EU/EEA area (the 27 EU member states, plus Iceland, Liechtenstein and Norway). It obliges member states to eliminate unnecessary bureaucracy, simplify formalities for businesses and make public administrations more efficient.

For the implementation of the Directive, each member state had to set up ‘Points of Single Contact (PSC)’, e-government portals which help businesses complete their administrative procedures on-line. The PSCs provide comprehensive information on all administrative matters related to setting up or expanding a services business in a given country. This includes for example:

Which licences, notifications or permits do I need to obtain to start a business (at home or abroad)?
What do I need to do when I want to offer my services abroad on a temporary basis?
What do I need to do to apply for a licence? Which authority is responsible?
Are the licences subject to a fee? What kinds of deadlines apply?
Which acts and decrees apply in my sector?
What do I need to do to establish, for instance, a restaurant or a shop? Or to work as a tour operator in another country without actually setting up a company?
Where can I turn for personalised advice and further information?

With the PSCs, you no longer need to approach various authorities one by one!! The PSC allows you to find all relevant information and to send in your online applications to the responsible authority through one single contact point, the PSC. You can complete your administrative formalities electronically through the PSC. Just contact the PSC of the country that you want to do business in.

All PSCs are part of the European EUGO network; through a central website you can easily access all PSCs in Europe. Of course, the services of the PSCs are optional. You may always address yourself directly to the relevant authorities, too.

Preliminary procedures

Through the Companies Registration Office (CRO) you can register your secondary establishment in Ireland as either a branch or as a place of business.

Companies Registration Office

To establish a branch you (the company) must register with the CRO within one month of establishment. One branch can cover many places of business where there is a unified management structure. Separate registration is required for branches which comprise places of business that do not have a unified management structure. Additional documents relating to the company must also be submitted.

Registration of a company which is a branch of a European Union country company - Form F12

Registration of a company which is a branch of a non European Union Country company - Form F13

Leaflet on foreign companies

To establish a place of business you (the company) must register with the Companies Registration Office within one month of establishment. Form F1 must be completed for the registration of the place of business. Additional documents relating to the company must also be submitted.

In order to check how foreign qualifications would be assessed in Ireland, please contact the National Qualifications Authority of Ireland.

For some sectors of business, including banking, insurance and transportation (e.g. taxis), particular permits are required.

Licences, regulations and permits

Nationals of European Economic Area (EEA), EU countries (with the exception of Romania and Bulgaria) and Switzerland are entitled to work in Ireland. Nationals of Bulgaria and Romania and non-EEA nationals must obtain a permit to work in Ireland (unless exempted).

Employment permits are issued by the Department of Jobs, Enterprise, and Innovation (-DJEI). Applications can be submitted by either the prospective employee or employer.

DJEI - Employment Permits Section

Registration

Many of the requirements and procedures for opening a secondary establishment are the same as for starting up a business.

Setting up a new business - Ireland

Regular duties

Companies, other than private companies, operating a place of business in the State are required to file each year with the CRO a:

balance sheet;
profit and loss account;
directors' report and;
auditor's report.

If the company is a holding company, group accounts should be furnished.

External companies, which are Credit Institutions and which establish a place of business in Ireland are required to file accounts. The accounts must be accompanied by Form F7.

All companies, including private companies, operating a branch in the State are required to file:

the accounts of the company for the period, including if it has one or more subsidiaries, 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 accounting documents should be accompanied by Form F7.

CRO Forms

Resources

The Business Access to State Information & Services (BASIS) website which is run by the Department of Jobs, Enterprise, and Innovation provides entrepreneurs with a single access point to information and services.