knowledge | 8 June 2017 |

Introduction of Mandatory Electronic Filing of certain Companies Registration Office forms

From 1 June 2017, mandatory electronic filing will apply to the following submissions to the Company Registration Office (“CRO”):

  1.  Form B1 - Annual Return;
  2.  Form B2 - Change of Registered Office address;
  3.  Form B10 - Change of Director and/or Secretary, or in their particulars; and
  4.  Form B73 - Nomination of a new Annual Return Date.

Electronic filing can be completed through the Companies Online Registration Environment ("CORE") or through certain company secretarial software packages.

It will not be possible to file a paper version of the above documents after this date. In the case of the form B1, the associated filing fee will also have to be discharged electronically. Cheques will no longer be accepted as a payment method for electronic filings. Filing fees must be paid by Debit/Credit Card or by CRO customer account.

In particular, the requirement to file the Form B1 electronically, and to upload and submit associated PDF financial statements filings online may prove a challenge to those not familiar with the process.

Practical tips:

  • Whilst moving to an electronic submission, note that the electronically submitted B1 signature page must, however, be printed off, originally signed and submitted manually to the CRO, unless the B1 is digitally signed using Revenue Online Service (“ROS”) signatures by either a director and the company secretary, or an electronic filing agent (“EFA”).  The CRO will still accept a manual list of directorships with the signature page.
  •  The financial statements must be uploaded as a PDF attachment (not exceeding 5 mb) to the form B1 on CORE/software package within 28 days of the date of electronic submission of the form B1.
  • The financial statements to be uploaded as PDF’s may, but are not required to, contain the manuscript signatures of director(s) or auditor, however they must contain the typed name(s) of the director(s) who signed the financial statements on behalf of the board, the typed name of the auditor who signed the audit report (where applicable), and the date each document was signed on.
  •  The B1 signature page must not be delivered to the CRO until after the financial statements have been uploaded as a PDF attachment through CORE/software package. If an EFA electronically signs the B1, it will be necessary for a certification of the financial statements to be prepared, originally signed by a director and the company secretary, and submitted manually to the CRO in respect of the filing in the place of an originally signed B1 signature page.
  • If the annual return is non-compliant the CRO will no longer physically return the signature page. An email will be issued to the presenter informing them that they must resubmit their B1 and Financial Statements, print and sign a new signature page and return it to the CRO within 14 days.    
  • The B1U can no longer be used to file group financial statements. A group of companies is now required to electronically upload the financial statements individually for each group company. However the documents required to be submitted in conjunction with the financial statements under Section 357 of the Companies Act 2014, may be submitted to Companies Registration Office in conjunction with the signature page.

How can McCann FitzGerald help?

We can assist you with discharging these electronic filing requirements. For further information and advice, please contact us.

Also contributed by Siobhan Daly and Aisling Mulholland.

This document has been prepared by McCann FitzGerald LLP for general guidance only and should not be regarded as a substitute for professional advice. Such advice should always be taken before acting on any of the matters discussed.

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