This article is for Irish company directors and business owners who need to file their annual return with the CRO but aren't sure what's involved or when it's due.
If you're wondering what goes in Form B1, how to avoid late filing penalties, or whether you qualify for audit exemption, this guide covers the complete filing process, deadlines, required documents, and consequences of missing your deadline.
Key Takeaways
• Your first annual return is due exactly six months after incorporation, with a 28-day filing window.
• Late filing triggers automatic penalties: €100 immediately, then €3 per day up to €1,200 maximum per return.
• Missing two consecutive annual returns results in loss of audit exemption for two years, regardless of company size.
• Small companies with turnover under €12 million, assets under €6 million, and fewer than 50 employees qualify for audit exemption.
• Persistent non-filing can lead to company strike-off, dissolving your company and vesting all assets in the state.
When is my first annual return due after incorporating?
Your first annual return date (ARD) falls exactly six months after your incorporation date. For example, if you incorporated on January 15, 2025, your first ARD is July 15, 2025, and you have until August 12, 2025 to file (28 days after the ARD).
Do I need to include financial statements with my first annual return?
No, your first annual return is a "no accounts return" and requires no financial statements. You only need to provide company information, directors, secretary, and shareholder details. Financial statements are required for all subsequent annual returns.
What happens if I file my annual return late?
You'll face automatic penalties: €100 immediately on the first day late, plus €3 per day for each subsequent day, capped at €1,200 total. These penalties are non-negotiable and the CRO cannot waive them. If you're late two years in a row, you'll lose audit exemption for the next two years, even if you qualify as a small company.
Can I change my annual return date to align with my financial year-end?
Yes, you can apply to change your ARD by filing Form B73 with the CRO for a €50 fee. The CRO typically approves changes if there's reasonable justification, such as aligning with your financial year-end or grouping multiple company returns. However, you cannot use this to avoid penalties on overdue returns.
How do I know if my company qualifies for audit exemption?
Your company qualifies for audit exemption if you meet all three thresholds: turnover less than €12 million, balance sheet less than €6 million, and fewer than 50 employees. Most Irish SMEs qualify, which significantly reduces annual compliance costs. You must include a statutory declaration on your accounts confirming you meet these criteria.
What if my company details changed during the year—do I update them on the annual return?
The annual return must show your company's current position as of the ARD, so yes, reflect any changes. However, the annual return isn't the mechanism for notifying changes—you must file Form B10 separately within 14 days of changes like director appointments, resignations, or address changes.
Can I amend my annual return if I discover errors after filing?
Yes, you can submit an amended return by filing Form B1A with corrected information for a €40 fee. You'll need to explain the changes and attach corrected documents if financial statements changed. However, amendments don't avoid late filing penalties if your original return was late.
What happens if I don't file my annual return at all?
Beyond the €1,200 penalty cap, persistent non-filing leads to CRO correspondence, strike-off notices threatening company dissolution, potential prosecution of directors, and actual strike-off that dissolves your company and vests assets in the state. Multiple overdue returns stack penalties, and the CRO takes non-filing seriously as it affects the public register's accuracy.
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