A Guide to Annual Returns for New Companies in Ireland

Time to read:

minutes

Who should read this?

This article is written for new business owners and company directors in Ireland who need to understand their legal obligations for filing annual returns with the CRO.

It is particularly relevant for those who have recently incorporated a company or are planning to do so.

Key Takeaways

The first annual return is due six months after incorporation with no financial statements required, while subsequent returns must include financial statements and are due annually.
Companies have a 56-day window to file their annual return once their Annual Return Date (ARD) is reached.
Late filing penalties begin at €100 and increase by €3 daily up to €1,200, with potential consequences including loss of audit exemption and company strike-off.
Financial statements must be dated no more than nine months before the return date for all returns after the first one.
Small companies are generally exempt from audit requirements, but losing this exemption due to late filing can result in additional costs of at least €2,000.

When starting a new company in Ireland, it’s important to stay on top of your compliance obligations with the Companies Registration Office (CRO).

One of these key obligations is the filing of annual returns. This article breaks down what annual returns are, when they need to be filed, and the consequences of missing deadlines. We’ll also look at what information is required for filing so your company avoids any penalties.

1. What Is an Annual Return?

An annual return is a statutory document that every company registered in Ireland must file with the CRO.

It provides a snapshot of the company’s key information, including its registered office address, directors, secretary, and share structure at a particular point in time (the filing date each year).

The purpose of the annual return is to keep the CRO up to date on the status and structure of the company. Regularly filing your annual return ensures that the company remains in good standing and avoids large fines and sanctions.

2. First Annual Return

When a company is incorporated in Ireland, it is assigned its first “Annual Return Date” (ARD) which is exactly 6 months from the date of its incorporation date. When the ARD is reached, it opens up a 56 day window for companies to file their Annual Return.

The timing of a company’s first annual return is slightly different from subsequent filings. For new companies, the first annual return is due exactly six months after incorporation. This initial return is referred to as a "no accounts return" since there is no requirement to attach financial statements. Its purpose is to confirm the company's current details on file with the CRO.

After filing the first annual return, the next return (the second annual return) must be filed exactly 1 year later. At this point, the company will need to attach its first set of financial statements, which cover the period from incorporation up to the financial year-end.

3. Subsequent Annual Returns

Once the second return has been filed, every subsequent annual return will follow the standard filing schedule, which is every 12 months from the previous return date. For these returns, the company must include financial statements made up to a date that is no more than nine months before the return date.

To summarise:

First annual return: Due six months after incorporation; no financial statements required.
Second annual return: Due 1 year after the first; must include financial statements.
Subsequent annual returns: Due annually; must include financial statements.

Here’s an example:

Company incorporated: 20 October 2024
First annual return date: 20 April 2025 (56 day window starts, so file by 15th June). No accounts needed to be filed with this one.
Next annual return date: 20 April 2026 (56 day window starts, so file by 15th June). This time accounts (also known as Financial Statements) need to be prepared and submitted with the Annual Return.

4. What Is Required for an Annual Return?

For a successful annual return filing, the following information is typically needed:

Company Number - A unique identifier for your company.
Company Type and Name - These should match what is registered with the CRO.
Registered Office Address - This is the legal address of the company.
Director and Secretary Details - Full names, addresses, and other particulars of all company directors and the company secretary.
Share Structure and Members - Information on the company’s share capital and shareholders.
Financial Statements (if applicable) - For all returns except the first, you must include a set of financial statements signed by a director and the company secretary. This must also include an auditor’s report, unless the company is exempt and generally small companies are exempt.

5. Penalties for Missing the Annual Return Deadline

These can range from bad to horrendous - be warned!

Failing to file an annual return on time can result in serious penalties for a company. If a return is late, even by one day, a late filing penalty is automatically applied. This starts at €100 and increases by €3 per day up to a maximum of €1,200.

Beyond monetary fines, other potential penalties include:

Loss of audit exemption - If a company files its returns late in two consecutive years, it loses the right to claim audit exemption for the following two years. This means the company must have its financial statements audited, even if it is normally exempt, leading to increased costs and administrative burdens. An accountant will usually charge at least €2,000 for this.
Strike Off - If the CRO considers the company to be non-compliant, it can begin the strike-off process. Once struck off, the company ceases to legally exist, and its assets may be vested in the State.
Directors’ Personal Liability - In some cases, directors can be held personally liable for the debts of the company if it is struck off.

Given the risks, it’s vital for companies to set up robust systems for tracking annual return deadlines and preparing the required documents well in advance.

There are changes on the horizon that are set to allow one missed filing without too much penalties but we really advise against making use of that. Just make sure you file on time, every time.

6. Tips for New Companies to Stay Compliant

Mark Your Calendar

As soon as your company is incorporated, mark the first annual return date (six months) and set reminders for each subsequent one. Open Forest covers this for you so if you’re not signed up (for free), you should do so.

Engage a Professional Early

Work with an accountant or company secretary (or, of course, work with Open Forest) who can guide you through the process, ensuring that financial statements are prepared on time.

Use Online Tools

The CRO’s online portal, CORE, allows for electronic filing, making the process faster and reducing the risk of missed deadlines.

How Can Open Forest Help?

Open Forest users can keep track of their upcoming dates on their dashboard and can automatically file on the app.

In addition, Open Forest offers the cheapest and fastest incorporation packages in Ireland including holding companies for €99 including CRO fees, VAT and access to the Open Forest platform so you can keep track of all of your legal, tax and accounting obligations - at no additional cost.

Choose from one of our incorporation packages here and we will take care of the rest.

Frequently Asked Questions (FAQs)

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When is my company's first annual return due?

The first annual return is due exactly six months after incorporation, with a 56-day window to complete the filing. No financial statements are required for this initial return.

What happens if I miss the filing deadline?

You'll face an immediate €100 penalty, increasing by €3 daily up to €1,200. Two consecutive late filings result in loss of audit exemption for two years, and continued non-compliance may lead to company strike-off.

What documents need to be included with an annual return?

All returns except the first must include financial statements signed by a director and company secretary, company details including registered office address, director information, and share structure details.

How often do I need to file annual returns after the first one?

After the first return, all subsequent returns must be filed every 12 months from the previous return date, with financial statements included that are no more than nine months old.

What is the annual return in Ireland?

A mandatory statutory document filed with the CRO that provides key information about your company, including registered office address, directors, secretary details, and share structure. It serves as an official record of your company's status at a specific point each year.

When must an annual return be filed?

The first return is due six months after incorporation, with subsequent returns filed annually on your Annual Return Date (ARD). You have a 56-day window after your ARD to complete the filing.

What is the date of annual return?

The CRO assigns your Annual Return Date (ARD) at incorporation, set exactly six months after your incorporation date, and every year after that. This date remains fixed annually unless you request a change through the CRO.

Can I do my own annual return?

Yes, through the CRO's online portal (CORE). However, professional assistance is recommended due to complex requirements, especially for returns requiring financial statements, to avoid rejection and penalties.

Who needs to file annual return?

All Irish-registered companies must file annual returns, regardless of size, trading status, or structure.

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