January 30, 2025
INCORPORATION OF A PUBLIC LIMITED COMPANY IN IRELAND
Ireland is one of the most attractive destinations for business incorporation in Europe, known for its business-friendly tax regime, strategic location, and pro-business policies. Among the various types of corporate entities, the Public Limited Company (“PLC”) stands out as a favoured choice for businesses looking to raise capital from the public and expand their market reach.
WHAT IS A PUBLIC LIMITED COMPANY
A Public Limited Company in Ireland is a type of company that offers shares to the public, typically through a stock exchange. This structure allows for significant capital generation and is subject to higher regulatory and compliance standards compared to private limited companies. The liability of shareholders in a PLC is limited to the amount unpaid on their shares.
KEY FEATURES OF A PLC IN IRELAND
- Minimum Share Capital: A PLC must have a minimum issued share capital of €25,000, with at least 25% of this amount paid up before the company commences trading.
- Number of Members: A PLC must have a minimum of seven members, with no maximum limit.
- Directors: A PLC requires at least two directors, and at least one of them must be a resident of the European Economic Area (“EEA”), unless an exemption is granted.
- Company Secretary: The company must appoint a qualified company secretary who can ensure compliance with statutory obligations.
- Audit Requirement: PLCs are required to have their financial statements audited annually.
- Transparency: A PLC is obligated to disclose financial and operational information to ensure transparency for shareholders and the public.
STEPS TO INCORPORATE A PLC IN IRELAND
- Choose a Company Name
The name of your company must be unique and should not be like any existing company name registered in Ireland. It must also include the suffix “Public Limited Company” or its abbreviation “PLC.”
- Prepare Incorporation Documents
The following documents are required to incorporate a PLC:
- Memorandum of Association: Outlines the company’s objectives and scope of activities.
- Articles of Association: Specifies the internal regulations governing the company’s operations.
- Form A1: Includes details such as company name, registered office, directors, secretary, and shareholders.
- Appoint Directors and Company Secretary
Select at least two directors and a qualified company secretary. Ensure compliance with the residency requirements for directors.
- Register the Company
Submit the required documents to the Companies Registration Office (“CRO”) along with the prescribed fee. The CRO will issue a Certificate of Incorporation upon approval.
- Open a Corporate Bank Account
A PLC must open a corporate bank account to deposit the initial share capital of €25,000. Proof of deposit may be required during the incorporation process.
- Register for Taxes
Once incorporated, the PLC must register with the Revenue Commissioners for taxes such as Corporation Tax, Value Added Tax (“VAT”), and Pay-As-You-Earn (“PAYE”) for employees.
- Obtain Necessary Licenses
Depending on the nature of the business, you may need to obtain additional licenses or permits to operate legally in Ireland.
ADVANTAGES OF INCORPORATING A PLC IN IRELAND
- Access to Capital: PLCs can raise capital by offering shares to the public, enabling significant growth opportunities.
- Enhanced Credibility: Being a PLC adds credibility to the business and builds trust with investors and stakeholders.
- Tax Benefits: Ireland’s corporate tax rate of 12.5% is one of the lowest in the European Union (“EU”), offering significant savings for businesses.
- EU Market Access: As an EU member state, Ireland provides seamless access to the European market.
- Investor-Friendly Environment: Ireland’s transparent regulatory framework and strong legal system make it a preferred destination for investors.
COMPLIANCE REQUIREMENTS FOR PLCS
To maintain compliance, PLCs in Ireland must:
- File annual returns with the CRO.
- Conduct annual general meetings (“AGMs”).
- Prepare and submit audited financial statements.
- Maintain a register of members and directors.
CONCLUSION
Incorporating a Public Limited Company in Ireland is a strategic move for businesses looking to scale and attract public investment. While the process involves stringent regulatory requirements, the benefits far outweigh the challenges. With proper planning and professional guidance, setting up a PLC in Ireland can position your business for long-term success.
HOW WE CAN HELP?
- Our team of experts will guide you through the process of setting up a business in Ireland, ensuring compliance with all requirements, including registration, licensing, and tax obligations.
- We offer specialized advice to help establish successful businesses in emerging and popular sectors like shipping, technology, real estate.
- We provide valuable insights into regulatory changes and offer guidance on navigating these shifts while minimizing potential risks.
For more information or queries, please email us at
[email protected]
Key Contact
Surendra Singh Chandrawat
Managing Partner
