Thinking about setting up an Irish company—or maybe you already have one—and wondering about the rules for directors? One of the most common questions we get is “Does an Irish company need an Irish resident director?”
The short answer? No, but there are some important details you need to know. Keep reading to find out what’s required under Irish law and how to keep your company compliant!
Does an Irish Company Need an Irish Resident Director?
Under Section 137 of the Companies Act 2014, every Irish company must have at least one director who is resident in the European Economic Area (EEA).
It applies to all companies—regardless of their size or sector. So, if your company has multiple directors, at least one must be living within the EEA.
Simple enough, right? But there are a few things to watch out for to make sure you’re fully compliant.
What Does “Resident” Actually Mean?
Here’s where confusion often comes in. Many people assume the rule is about nationality, but in fact, it’s about where your director lives, not the passport they hold.
Let’s break it down with an example:
- An Irish citizen living in Ireland? No problem—they meet the residency requirement.
- An Irish passport holder living outside the EEA (say, in the USA or Australia)? Unfortunately, they don’t meet the requirements.
So, it’s all about residency, not citizenship. It’s really important to get this right to avoid complications down the line.
What If You Don’t Have an EEA-Resident Director?
No need to panic! If none of your directors live in the EEA, you’ve still got options to stay compliant. Here are the two main solutions:
1. Put a Non-Resident Director Bond in Place
Think of this bond as a safety net for your company. It’s an insurance policy that ensures you’re meeting your legal obligations.
Here’s what you need to know:
- The bond must be valued at €25,000.
- It lasts for two years from the date it’s issued.
- For new companies, the bond needs to be in place from the date of incorporation.
- You’ll need to provide the bond number to the Companies Registration Office (CRO) before your company can be fully registered.
It’s like a financial guarantee that protects your company and keeps you compliant.
2. Apply for a “Real and Continuous Link” Exemption
If your company has a genuine, ongoing connection to Ireland, you might qualify for an exemption.
For example, if you have:
- Irish-based employees
- An Irish office
- Ongoing business operations in Ireland
You may be able to apply for a Section 140 Statement from the Irish Revenue Commissioners, which exempts your company from needing an EEA-resident director or a Non-Resident Director Bond.
Non-Resident Director Bond (In More Detail)
If you don’t have an EEA-resident director, Irish law requires you to have a Non-Resident Director Bond to stay compliant with:
- Section 137(1) of the Companies Act 2014, and
- The Companies Act 2014 (Bonding) Order 2015.
But don’t worry—we can help you through the entire process!
Key Points About the Bond
- We can assist you with the application, so you don’t need to deal with any hassle.
- The bond can be arranged in just a few days after submitting the application.
- It’s valid for two years from the issue date.
- The bond amount is €25,000, covering certain liabilities as required by law.
Why is the Bond Important?
If your company doesn’t have an EEA-resident director and no bond, the Registrar of Companies can strike your company off the register. That’s the last thing you want!
The bond acts as a financial safeguard, ensuring your company:
- Meets filing requirements with the Companies Registration Office (CRO)
- Keeps up with tax obligations to the Irish Revenue Commissioners
Without it, your company could run into legal trouble. So, the bond isn’t just a “nice-to-have”—it’s an essential part of staying compliant.
What Does the Bond Cover?
Here’s a quick summary of what’s covered by the bond:
- Fines imposed on the company under the Companies Act
- Penalties the company is liable to pay under the Taxes Consolidation Act
- Fines for failing to provide information requested by the Irish Revenue Commissioners
The bond guarantees payment for these potential liabilities, offering peace of mind and protection.
What Are Your Options for Staying Compliant?
If your company doesn’t have an EEA-resident director, you can:
- Appoint a director who is resident in the EEA
- Put in place the €25,000 Non-Resident Director Bond
- Apply for the Real and Continuous Link exemption if your company has genuine ties to Ireland
Conclusion
So, does an Irish company need an Irish resident director? Technically, no—but you must have at least one director who is resident in the European Economic Area (EEA).
If you don’t have an EEA-resident director, don’t panic. You can either put the Non-Resident Director Bond in place or apply for the Real and Continuous Link exemption. Either way, you’ve got options to stay compliant with Irish company law.
Need Help?
Not sure which option is right for your business? Let’s ensure your business stays compliant!
Contact Peak Accounting today! We make the compliance process simple and stress-free, so you can focus on running your business.
Frequently Asked Questions
1. Does an Irish Company need an Irish Resident Director?
No, an Irish company does not need to have an Irish resident director. However, at least one director must be resident in the European Economic Area (EEA).
2. What does “resident” mean for an Irish director?
“Resident” refers to where the director lives, not their nationality. For example, an Irish citizen living in Ireland meets the residency requirement, but an Irish passport holder living outside the EEA (like in the USA or Australia) does not.
3. What happens if my company doesn’t have an EEA-resident director?
If none of your directors are EEA-resident, you have two options: appoint an EEA-resident director, arrange a Non-Resident Director Bond (€25,000), or apply for a “Real and Continuous Link” exemption if your company has a genuine connection to Ireland.
4. What is a Non-Resident Director Bond?
A Non-Resident Director Bond is an insurance policy required if your company doesn’t have an EEA-resident director. It guarantees payment for certain liabilities and legal obligations, and it must be valued at €25,000 and last for two years.
5. What are the penalties for not complying with the residency requirements?
Without an EEA-resident director or valid bond in place, your company could be struck off the register by the Registrar of Companies. It could impact your company’s ability to complete filing requirements and meet tax obligations.
6. How do I apply for a “Real and Continuous Link” exemption?
If your company has an ongoing and genuine connection to Ireland, such as Irish employees or an Irish business address, you can apply for a Section 140 Statement from the Irish Revenue Commissioners. This exemption can relieve you from needing an EEA-resident director or a Non-Resident Director Bond.
