Forming a Company in Ireland: CRO Registration for a Private Company

What the CRO says about forming a private company limited by shares: constitution, Form A1, officers, registered office and beneficial ownership.

Learnsignal Healthcare Education Team
7 min read
Updated

To form a private company limited by shares in Ireland, the Companies Registration Office (CRO) page on forming a company describes the route this way: choose the company type, prepare a constitution, and submit Form A1 with the constitution through the CRO's online system, CORE. Alongside that, the company needs directors, a secretary, a registered office in the State, and a separate filing about its beneficial owners, which we cover in our guide to the Register of Beneficial Ownership. This article walks through what the CRO's own pages say, with their dates, so that finance and operations teams in Dublin and elsewhere know what to check before filing. It is a summary of public pages, not legal advice.

Which company type: the LTD

The CRO's "Forming a company" page (last modified 30 October 2025) lists the company types available under the Companies Act 2014. They include the private company limited by shares (LTD), the designated activity company (DAC), the company limited by guarantee, the public limited company (PLC), unlimited companies and investment companies. The page says one or more persons can form a private company by subscribing to a constitution, that a private company may have a maximum of 149 members, and that a company may be formed for any lawful purpose. Figures like the member limit can change, so check the page on the day.

The page makes a practical distinction that affects the paperwork. An LTD has a one-document constitution, made up of articles of association only. It has no memorandum, and the page notes that an LTD has no objects. Other company types have a two-document constitution, a memorandum and articles of association.

Steps on the CRO page

  • Optional name reservation. The page says a name can be reserved online through CORE. The company name in the constitution must match the name on Form A1 exactly.
  • Classify the principal activity. The page directs applicants to the NACE economic activity codes.
  • Prepare the constitution. The CRO says it does not provide draft constitutions. It says samples can be obtained from legal stationers, accountants, solicitors or company formation agents. Articles must be printed, divided into paragraphs and numbered consecutively, and must cite the Companies Act 2014.
  • Signing. The subscribers sign, with their addresses and descriptions stated. Signatures must be witnessed and dated, and each subscriber handwrites the number of shares taken (at least one for companies with share capital).
  • Submit Form A1 and the constitution on CORE. According to the page, Form A1 covers the company name, registered office, secretary and directors with their consent to act, and the subscribers with their share details. It includes a declaration that the Companies Act requirements are met and states the company's activity.

The page says documents are processed in chronological order and are subject to checks. Documents returned for correction are processed according to the date of resubmission. It gives no processing timeline, and it does not state a fee for Form A1 registration, so we have not quoted one. Check the CRO's fees information before you budget.

The page also lists objects that need extra approvals. For example, banking requires a Central Bank of Ireland licence, and insurance or reinsurance requires compliance with the Insurance Acts. If your planned activity is regulated, deal with that before choosing the company's purpose.

Directors and secretary

The CRO's Company Officers page (last modified 10 August 2026) is the place to check the officer rules. As it states them:

  • An LTD must have at least one director. Other company types such as DACs, guarantee companies and PLCs must have at least two.
  • Most company types need a secretary, who may also be a director. A single-director LTD must have a separate secretary, who cannot be the sole director.
  • Directors and individual secretaries must be over 18, and a director cannot be a body corporate.
  • At least one director must be resident in an EEA member state. The page describes two alternatives to that requirement: a bond in the prescribed form, or a Form B67 certificate confirming a real and continuous economic link with the State, supported by a Revenue statement. It gives residency tests and a bond amount, which we do not repeat here because they are the kind of detail that changes.
  • A person disqualified abroad must file Form B74 with Form A1, according to the page.
  • Changes to directors or secretaries are filed on Form B10 through CORE. The page states a deadline of 14 days.

Read the page directly for the exact wording of each requirement, since this summary leaves out the detail of the residency tests and exceptions.

Registered office

The CRO's Registered Office page (last modified 24 March 2026) says every company must maintain a registered office in the State, and that it must be a physical address, not a post office box. The page says a company can place its registered office in the care of an authorised agent. A change of address is notified on Form B2 through CORE, and the page says the change becomes legally effective only when the CRO has registered the form. It adds that documents sent or left at the address recorded at the CRO are treated as delivered to the company.

On deadlines, two CRO pages read differently. The Registered Office page says it does not specify a filing deadline for Form B2. The CRO's address change page (last modified 25 March 2026) says Form B2 should be filed within 14 days of the change, and that it can be filed free of charge online. We assert neither as the rule here, so check the current CRO pages. Our suggestion: plan around the shorter 14-day period and assign one named person to keep the registered office up to date, because the CRO's involuntary strike-off page warns that a company can be struck off after moving address without telling the CRO.

Beneficial ownership

The Forming a company page does not explain beneficial ownership steps. The CRO's beneficial ownership page (last modified 5 November 2025) says relevant entities must file beneficial ownership information online through the RBO Portal on the RBO website, and that newly incorporated entities have 5 months from incorporation to register. The page does not state penalties or filing fees. Our separate guide covers the obligation in more detail.

Revenue and other registrations beyond the CRO

Citizens Information (page last edited 27 March 2026) does not explain how to register a limited company with the CRO. It does note that a business trading under a name other than its own must register that business name with the CRO, and that an employer must register with Revenue before paying staff, using the MyEnquiries service on the Revenue Online Service. It also says that the legal structure affects the type of taxes you pay and your personal liability for business debts. Tax registrations for the company itself are outside this article, so check Revenue's pages.

After incorporation: keep the company in good standing

Forming the company is the start of a set of ongoing duties. Annual returns, officer changes, the registered office and the beneficial ownership register all need attention. The CRO's strike-off page lists failure to file an annual return as a ground on which the Registrar may begin strike-off. We cover the decision-making side in our guide to general meetings and AGMs for private companies.

A practical approach: when a new company is formed, create a compliance calendar on day one with the entries "annual return", "officer changes (as they happen)", "registered office check" and "beneficial ownership review". Finance teams that keep their knowledge current may also find our overview of CPD training for finance professionals in Dublin useful.

Learnsignal's offices are off Baggot Street in Dublin, and we offer in-person training from there. For current details, see our CPD pages.

Frequently asked questions

Does an LTD need a memorandum of association?

According to the CRO's Forming a company page, no. An LTD has a one-document constitution consisting of articles of association only, because it has no stated objects.

Can a company have a PO box as its registered office?

The CRO's Registered Office page says the address must be a physical location, not a post office box.

Does the CRO provide a template constitution?

The CRO page says it does not provide draft constitutions and suggests samples may be obtained from legal stationers, accountants, solicitors or company formation agents.

Is there a deadline for beneficial ownership filing for a new company?

The CRO's beneficial ownership page says newly incorporated entities have 5 months from incorporation to register. Check the page on the day, as deadlines can change.

This guide summarises public pages and is not legal advice. Confirm current requirements with the CRO before filing.

This page was last updated:

Learnsignal Healthcare Education Team

The Learnsignal Healthcare Education Team creates CPD and compliance training content for nurses, allied health professionals, and care providers, drawing on current regulatory guidance from bodies including NMBI and equivalent professional regulators.

View all posts by Learnsignal Healthcare Education Team

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