Irish Branch Office
A foreign limited company registered abroad may establish a branch in Ireland.
- A certified copy of the Charter, Statutes or Memorandum and Articles of the company in the original language
- A copy of the Certificate of Incorporation of the company
- A copy of any Certificates of Incorporation of any name changes of the company
- Copies of the latest accounting documents
- Certified English translation if required.
Form F12, for an EU Country
Form F13, for a non-EU Country, certified translations where required.
If these documents are not in English a certified translation is required.
Memorandum and Articles
A copy of the Memorandum and Articles of Association of the company in the original language, should be certified as a true copy in the country in which the company is incorporated by either:
- The Registrar of Companies
- A Notary Public
- An Officer of the Company on oath.
Authentication Requirements
Under section 886 of the Companies Act 2014 a declaration made in a foreign jurisdiction can be authenticated as follows:
(a) Memorandum and Articles originating in countries party to the EC Convention, no authentication is required.
(c) Memorandum and Articles originating in countries party to the Council of Europe Convention, provided that the certification has been authenticated by diplomatic or consular agents of those countries, no further authentication is required.
(d) Memorandum and Articles originating in countries party to the Hague Convention, authentication of the certification is established by way of an apostille.
Required documents for setting up a branch in Ireland.
- a notarised copy of the parent company’s Certificate of Incorporation and a notarised copy of the Articles of Association of the parent company.
- copies of the accounting documents
- appoint a legal representative for the branch office in Ireland.
- appoint an Irish resident that satisfies the EU Branches Disclosures law demands.
- a person resident in Ireland who is responsible for ensuring compliance with the regulations, this could be the same person who resident in the State authorised to accept service of process on behalf of the Company and any notices required to be served on the Company.
Opening a Subsidiary Company in Ireland
- the subsidiary is registered as a private company limited by shares.
- it is necessary to appoint only one director.
- provide the company’s articles of association and memorandum, as well as the resolution of the parent company which presents the decision of opening a subsidiary.
- have a Registered Office in Ireland
Subsidiary or Branch Office in Ireland
Foreign companies in Ireland
Branches or Subsidiary
Foreign businesses expanding into Ireland can set up a branch office or a subsidiarry
The Irish Branch Office
The branch office is deemed as a dependent entity from the parent company which will be entirely accountable for the obligations of the satellite business
The subsidiary in Ireland
Local business form
Compared to the branch, the subsidiary is an independent company form and will comply with the national legislation and regulation in Ireland.
Taxation differences
Corporate income tax
There are important tax differences between the branch and subsidiary. A subsidiary will be taxed on its worldwide income while the branch only on the profits obtained in Ireland.
Activities of parent companies
Limitation in undertakings
Another difference between the Irish branch and subsidiary resides in the limitation imposed on the former complete the same activities as the parent company.