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Setting up a Branch in Ireland

Setting up a Branch in Ireland


Ireland
 is very open towards foreign investments, offering many incentives to businessmen wanting to open a branch office. Foreign entities deciding to establish branch offices in Ireland must do so according to the EU Regulations on Branch Disclosures of 1993 that establishes the registration of branch offices in the country. It is important to know that a branch office in Ireland is seen as a dependent structure to its parent company, as the management decisions can’t be taken through the branch office

Recently, the Companies Registration Office in Ireland has passed a law that simplifies and expedites the registration procedures for branch offices. For complete details about setting up branches it is best to request the services of our company formation representatives in Ireland, who can advise investors on all the procedures involved in this case.

 Quick Facts  
 Applicable legislation (home country/foreign country)

Foreign country

Best Used For

Financial and insurance/reinsurance operations

Minimum share capital (YES/NO)

 NO
Time frame for the incorporation (approx.) Approx. 14 working days 
Documents to be filed by parent company Parent company’s statutory documents and Incorporation Certificate, application form for branch registration, proof of Irish legal address for the branch, identification papers of a local director
Management (Local/Foreign)

Local, at least one resident director

Legal representative required (YES/NO)

Yes

Local bank account (YES/NO) Yes
Independence from the parent company Dependent on the parent company
Liability of the parent company Parent company is fully liable for the
branch office's operations
Corporate tax rate 12. 5% 
Annual accounts filing requirements  Balance sheet, Profit and Loss account, director's report, statutory auditor's report
Possibility of hiring local staff (YES/NO) YES 
Travel requirements for incorporating branch/subsidiary (YES/NO) NO
Double tax treaty access (YES/NO) YES, to approx. 70 double tax agreements
Requirement to obtain tax ID number (YES/NO)  Yes, the branch office must obtain a tax number in Ireland 

 VAT registration requirements

 Yes, a VAT number must be obtained upon opening an Irish branch

EORI registration requirement 

 An EORI number must be obtained by the parent company on behalf of the branch office

 Applicable restrictions (if any)  There are no restrictions applicable to branch offices
 Trading name requirements (if any)

 Yes, the branch must bear the same name as the parent company

 Special licenses required (YES/NO)

 Depending on the industry, the branch may be subject to special licensing requirements

 Irish legal address required (YES/NO)

 Yes, a branch must have a registered address in Ireland

Activities permitted 

 The branch office is allowed to engage in the same activities as the parent company

 Social security registration required (YES/NO)

 Yes, when hiring staff, the Irish branch must register as an employer

 Employee transfer possibility (YES/NO)  Yes, it is possible to transfer employees from the headquarters to an Irish branch
 Advantages of an Irish branch office

 – Quick registration;

– simplified documentation;

– access to tax benefits and double tax treaties.

Statutory register and financial statements requirements (YES/NO) 

 No, the branch office must not maintain statutory registers or financial statements itself

 Accounting services for Irish branches (YES/NO)

Yes, we offer accounting services for branches in Ireland 

 Support in setting up a branch in Ireland (YES/NO)

 We offer assistance in opening a branch office in Ireland

 Other incorporation services available (YES/NO)  Yes, we also offer support in setting up a company in Ireland, other than a branch.

Investors who want to start the procedure of Irish company formation through a branch office must consider that this business structure is not clearly defined by the Companies Law, as there is no statutory definition of the term; however, investors choose to set up a branch office due to the fact that it incurs much lower costs (initial costs and operational costs) compared to registering a subsidiary. 

Steps to incorporate a branch in Ireland

The establishment of a branch office in Ireland will require the same requirements as for a domestic business. These are:

  1. registering the entity with the Companies Register;
  2. obtaining a tax identification number;
  3. applying for the business permits necessary for operations.

 A bank account must also be opened for the branch in Ireland. So is having a local address in the city n in which it will operate. With respect to the trading name, the branch will bear the same name as the parent company.

If you need assistance in registering a branch, you can rely on the assistance of our Irish company formation professionals. They can complete the procedure on your behalf and act as representatives of the local entity.

As a general rule, the branch office is a concept that is available under the European Union’s legislation and which tends to define a permanent place of business, with the main characteristic being that the respective business is an extension of the parent company on a foreign market. Furthermore, the branch office is not considered a legal entity, since it is subordinated to a business form, namely the parent company, that has already been incorporated in a given jurisdiction.  

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An enhanced protection of a branch’ goods or services can be ensured through trademark registration in Ireland.

If you want to set up a company in Ireland and know little about the first step, you can contact us. Our agents will explain where to start from. We can also offer various services in connection to having a business in Ireland. For detailed information, do not hesitate to send us an email with all your questions about the company incorporation procedure.

The main characteristics of branches in Ireland

Setting up a company in Ireland is an easy decision, as the country is quite prolific from an economic point of view, however, when it comes to choosing the appropriate entity, it can be difficult. Foreign enterprises can choose between branches, subsidiaries, and representative offices with the mention that the last type cannot perform economically. Therefore, the first two are the most employed.

In order to choose correctly, it is fair to know what the characteristics of Irish branches are:

  1. they need to comply with fewer incorporation requirements, compared to the subsidiary of limited liability company;
  2. they imply minimal operational specifications, as they are entirely supervised by the parent company;
  3. they have less stringent management and control standards;
  4. the overseas business is responsible for the actions of its branch or branches.

Also, one of the most important aspects that can contribute to the decision making process is that an Irish branch will only be allowed to complete the same activities as the parent company.

In terms of taxation, for the profits obtained from in Ireland, the branch is subject to the local tax rules. Double tax agreements are also applicable to the revenue generated by branch offices.

If you need support in setting up a branch office in Ireland, you can rely on our local specialists.

What are the required documents for setting up a branch in Ireland in 2024?

When opting for company registration in Ireland through a branch office in 2024, special requirements have to be completed, following the applicable legislation. In this sense, the investors will need to provide a set of documents, which will further on be registered with the local authorities and our team of representatives in company formation in Ireland can assist on drafting the following:

  • a F12 registration form for companies in the  European Union (EU), or a F13 registration form for companies in non-EU countries;
  • a notarized copy of the parent company’s certificate of incorporation and a notarized copy of the articles of association of the parent company;
  • a notarized copy of the parent company’s charter and copies of  the accounting documents according to Regulation 4(2) (i) or 7 (2) (j);
  • besides these, it is necessary to appoint a legal representative for the branch office to be registered in Ireland;
  • it is also necessary to appoint an Irish resident that satisfies the EU Branches Disclosures law demands.

The Irish branch must also have a registered office. All documentation must be submitted with the Irish Companies Registration Office within one month before branch registration. The registration of a branch office in Ireland in 2024 may take up to 10 days, Ireland being known for having one of the shortest registration procedures available at the level of the EU. Our incorporation agents can help you open a branch and can also assist you if you need to open a bank account in Ireland for your branch office. 

Other requirements when establishing a branch in Ireland at the level of 2024

Once the Irish branch has been registered with the Companies Registration Office it must also register for taxation purposes with the relevant tax authorities. Branch offices in Ireland are required to submit the annual accounting situation and audited reports of the parent company with the Companies Registration Office (CRO). For branch offices hiring personnel, registration for social security, pension fund and other insurances is required.

The company is required to establish a place of business when operating through a branch office, as imposed to any commercial operator in Ireland. As a general rule, a branch office is seen as place of business through which the branch concludes ancillary activities to the ones developed by the parent company. Such activities can also include market research for example. 

Our experts in Ireland company formation matters invite you to watch the video below which shows how to set up a branch office in Ireland:

Local representation

A local manager or representative must be assigned to oversee daily operations and adhere to the head office’s guidelines for doing business at the branch office in Ireland. However, if the person appointed is neither an Irish citizen/resident nor a citizen of an EU member state, he or she will need to have a residence and work visa. You can get additional information about the requirements for the branch manager in Ireland from one of our agents.

You can also rely on us if you want to set up a company in Ireland under a different form, other than the branch office.

Compliance requirements for Irish branches

Following the Irish branch registration, the following conditions must be met:

  • every year, the parent company must file a copy of its annual accounts, together with any consolidated accounts of the group if it has one or more branches;
  • the company must also submit annual reports from the directors;
  • the auditors’ report on the company’s financial statements must also be filed in Ireland.

Here are the filing dates that must be respected in Ireland:

  • the first annual return must be filed within 6 months from incorporation;
  • then, annual returns must be filed every year and must contain financial statements that are to be submitted with the Companies Register within 56 days;
  • companies can change their annual return dates after the 2nd year of activity, but for no more than once in 5 years.

What are the main differences between a subsidiary and an Irish branch office? 

When expanding an international business in Ireland, the investors may register one of the legal entities provided by the Companies Act, or they may open a subsidiary or a branch office. In the case of the latter business forms, the decision should be taken depending on the level of dependency the Irish structure will have towards its parent company

Regarding the level of dependency, the branch office is, as mentioned above, legally dependent to the parent company, while in the case of a subsidiary, the entity is seen as a separate and independent structure. Other relevant differences between the two are given by the accounting procedures, as well as on the taxation scheme and our team of consultants in company registration in Ireland may offer in-depth information on such aspects.  

However, it is important to know that the subsidiary is required to perform more strict annual filling requirements compared to the branch office and this could be an advantage when opening a company in Ireland through this business structure. In terms of taxation, the Irish subsidiary will be liable to the corporate tax system; this also applies to the branch office, but the corporate tax is applicable only for its activities developed in Ireland

Foreign businessmen in search of company formation services in other countries such as LuxembourgDenmarkSwitzerlandMoldova or Montenegro can send us a detailed request and we will put them in contact with our partners from the respective countries. Furthermore, in case you would like to start a business in Estonia we can put you in contact with our partners who are experts in opening companies.

What are the tax requirements for Irish branches? 

An Irish branch is required to register for social security and withhold taxes from its employees in Ireland. At the same time, the branch office is liable for value added tax (VAT) and must complete all the formalities for VAT registration in Ireland, and the rate with which the business will be imposed will vary depending on the nature of its business activities. 

The corporate tax in Ireland is applicable to branch offices only to the extent of their activities conducted in this country. The corporation tax is imposed on the branch for all its direct or indirect income, as well as from property income. 

The taxation of a branch depends on its residency. In the case of a branch representing a company which is a tax resident in Ireland, the respective entity will be charged with the corporate tax on its worldwide income, unlike the foreign company operating on the Irish market through the branch office. Our team of consultants in Irish company formation matters can provide further information on the main tax regulations arising from the residency of a legal entity. 

The branch is also liable to paying the capital gains tax applicable to the disposal of assets. 

Advantages of opening a branch office in Ireland in 2024

In 2024, foreign companies seeking to expand their operations through branches in Ireland will benefit from streamlined procedures by appointing a local representative.

Also, the branch office in Ireland implies full control of the parent company over the operations completed here starting with 2024

Considering there have been no changes in the registration requirements of an Irish branch office in 2024, you can rely on our agents for assistance in preparing all the paperwork.

Due to increased external demand, the GDP is expected to increase by 3.0% in 2024 and 3.4% in 2025. The growth rate of modified domestic demand, which more accurately represents Ireland’s underlying domestic economic activity, is predicted to reach 1.9% in 2024, and 2.1% in 2025. Over the upcoming quarters, limited growth in private consumption is anticipated as household expenditure is impacted by tighter financial circumstances. However, through 2024 and 2025, it is anticipated that a robust labor market and growing real wages would uphold consumption. In 2023 and 2024, modified investment — which does not include aircraft leasing or R&D intellectual property assets — is expected to rise slowly.  Also, employment levels are projected to expand in 2024 and 2025.

If you want to set up a subsidiary or a branch office you can contact our specialists in Ireland company formation matters. Our representatives can advise on the main differences deriving from these two business forms and can help investors in choosing the most suitable entity for expanding on the local market as foreign company.