Company Seal – Irish Companies

Do I Need a Seal?

Under Section 43(1) of the Companies Act 2014, every Irish registered company is required to have a company seal, sometimes referred to as a common seal. It is used to engrave or emboss the company’s name on legal documents. Under Irish company law, there are certain rules that govern the use of a seal.

What Documents Require a Seal?

The seal is used for, but not limited to, legitimising the following documents:

  • Legal Contracts
  • Share Certificates
  • Board Meeting minutes
  • Loan Documents
  • Leases

Who Can Use a Seal?

Section 43 of the Act states that the seal can be used only by the authority of its director(s) or a registered person in relation to the company save as otherwise provided by the constitution. Additionally, any document certified by the seal must be signed by a company director and countersigned by the company secretary, a second director or an authorised person as appointed by the director(s).

When there is a corporate secretary the documents may be countersigned by a director of the secretarial company or an authorized person.

How Can I Order a Seal?

To order a seal contact us via our website or email us at formations@thecompanyshop.co.uk with your company name and number.

Ireland – The ideal company location after Brexit

Effect of Brexit

As Brexit draws closer, companies are facing a potentially serious threat to business operations which cross European borders. With the trade deals still up in the air it is likely that added customs, VAT, and tariffs will become a reality.

Why Ireland?

Ireland is in a unique position, geographically and historically, and could offer the ideal solution to Brexit. The British authorities have announced their plans to remain part of the Common Transit Convention post Brexit. This will allow Irish businesses to export between Ireland and UK to their destination with reduced customs checks and controls. Additionally, Ireland will maintain the EU Free Trade agreement allowing businesses to trade across European borders freely.

Beyond the advantages of cross-border trade, Ireland is the ideal location to set up a company in the EU post-Brexit for a number of reasons:

Ireland has one of the lowest corporate tax rates in Europe at 12.5%

Ireland will be the only English speaking country in the European Union

Euro currency eliminates exchange fees when dealing with most EU countries

The Irish government has been busy preparing for a hard Brexit, publishing the Brexit Omnibus Bill on 22 February 2019. The Bill covers 17 areas that will need legislation in the event of a no-deal Brexit. If you are a non-Irish resident and considering the incorporation of an Irish company in the wake of Brexit we strongly recommend you act quickly. Once an Irish company is incorporated it will require applications for tax registration and a corporate bank account which can take a few weeks.

Moving a UK company to Ireland would enable it to retain an EU presence and avoid additional costs to trade. We at The Company Shop have built a strong reputation in the Republic of Ireland, specialising in the formation of ROI companies for over a decade. For more information on getting your Irish company set up give us a call on 028 90559955 or contact us on our website.

Converting your Republic of Ireland Company

The Companies Act 2014 was signed into law by the President on 23rd December 2014 and became effective on 1st June 2015. From this date Republic of Ireland companies will be incorporated with either a Constitution or a Memorandum of Association.

There are a number of differences between the new (LTD) Limited company and the (DAC) DESIGNATED ACTIVITY COMPANY – some of which are listed.

(LTD) – LIMITED:

One director and one secretary (two persons) only required.

Constitution only – no requirement for Memorandum and Articles of Association.

No company objective(s).

No requirement to hold an AGM.

(DAC) – DESIGNATED ACTIVITY COMPANY.

Must have at least two directors.

Constitution including Memorandum of Association and company objectives.

Required to hold an AGM.

All companies incorporated in the Republic of Ireland prior to 1st June 2015 will – under the above Act – be required to be convert to the Act by 30th November 2016. After this date if a company has not converted certain people may apply to the High Court for an order directing that the company be re-registered as a DAC.

We can advise and assist in the completion of the conversion and provide the new Certificate of Incorporation together with updated Constitution or Memorandum of Association as applicable.

Conversion fee starts at £99 + VAT.

Contact us today to start this process.