This article is for Irish company directors who have missed their CRO filing deadline or are worried about falling behind on annual returns.
If you're facing late filing penalties, concerned about strike-off proceedings, or wondering how to get back into compliance, this guide covers exactly how penalties escalate, what strike-off actually means for you, and the hidden costs like losing your audit exemption that can cost €4,000-€6,000 over two years.
Key Takeaways
• Late filing triggers an immediate €100 penalty plus €3 daily until capped at €1,200 maximum penalty.
• Filing late once costs you audit exemption for two years, resulting in €4,000-€6,000 in mandatory audit fees.
• The CRO initiates strike-off proceedings for persistent non-compliance, removing your limited liability protection and freezing bank accounts.
• Late filing creates a permanent public compliance record that affects future directorships, loans, and investment opportunities.
• Set up a compliance calendar with 90, 60, and 30-day reminders before your 56-day filing deadline.

How Do Late Filing Penalties Escalate?
If you're facing CRO penalties or worried about strike-off proceedings, this guide explains the consequences and how to get back into compliance.
It is important to be aware that penalties begin automatically the moment your 56-day filing window closes.
The CRO applies these penalties regardless of your reasons for delay or whether you intended to file.
Initial €100 Penalty
The day after your filing deadline passes, you owe the CRO an immediate €100 late filing fee.
This fee applies in addition to the standard €20 annual return filing fee.
Revenue has confirmed that late filing fees are not tax-deductible expenses for your company.
Daily €3 Accumulation
Every subsequent day adds another €3 to your penalty until you actually file the return.
This daily charge continues accumulating until it reaches the maximum cap of €1,200.
If you're 367 days late, you'll pay the full €1,200 maximum penalty.
Total Cost Breakdown
Here's what late filing actually costs you:
- Days 1-56: No penalties (your standard filing window)
- Day 57: €100 penalty triggered immediately
- Days 58-424: €3 added per day (€3 × 367 days = €1,101)
- Day 425+: Capped at €1,200 total penalty
- Additional cost: Standard €20 filing fee still applies
Does Missing the Deadline Mean Automatic Strike-Off?
No, strike-off doesn't happen immediately after missing one deadline.
However, the CRO can and does initiate involuntary strike-off proceedings for persistent non-compliance.
When Strike-Off Proceedings Begin
The CRO typically starts strike-off procedures when companies fail to file returns for extended periods.
Companies with multiple outstanding returns face higher risk of immediate strike-off action.
Recent enforcement trends show the CRO has resumed active strike-off proceedings following the Companies Act 2024 amendments.
The Strike-Off Process
The CRO follows a formal process before actually striking off your company:
- Initial notice sent to your registered office address
- Publication of strike-off intention in Iris Oifigiúil (official gazette)
- Opportunity to object or bring filings current
- Final strike-off and dissolution if no action taken
- Company assets vest in the Minister for Public Expenditure
Consequences of Being Struck Off
Once struck off, your company ceases to legally exist with several serious implications:
- Limited liability protection immediately disappears
- Directors become personally liable for any ongoing business debts
- Company bank accounts freeze
- Contracts become void or unenforceable
- Company name becomes available for others to use
What's the Biggest Hidden Cost?
The penalty fees seem manageable compared to the real financial impact of late filing.
Most directors don't realise the audit exemption consequence until it's too late.
Loss of Audit Exemption
Companies that file annual returns late lose their audit exemption for the following two years.
This applies whether you're one day late or several months late.
The Companies Act 2024 recently tightened this rule: filing late more than once in a five-year period permanently removes audit exemption eligibility.
Financial Impact of Mandatory Audits
Audit exemption loss forces small companies to obtain statutory audits they otherwise wouldn't need.
The typical cost breakdown looks like this:
- Year 1 mandatory audit: €2,000-€3,000
- Year 2 mandatory audit: €2,000-€3,000
- Total two-year cost: €4,000-€6,000
This makes the true cost of late filing far exceed the €1,200 maximum penalty.
How Does This Affect Your Director Reputation?
Late filing creates a permanent compliance record with the CRO that affects your professional standing.
These records follow you to future directorships and business ventures.
CRO Compliance History
The CRO maintains public records showing every company's filing history including all late submissions.
Anyone searching the public register can see your company's compliance track record.
In our experience, potential investors, lenders, and business partners routinely check a company’s compliance history before entering agreements.
Impact on Future Directorships
Directors of companies with poor compliance histories face several professional consequences:
- Difficulty securing director positions with established companies
- Enhanced scrutiny from banks when seeking business loans
- Potential denial of Section 137 bonds for new company formations
- Reduced credibility when raising investment capital
- Possible restriction orders if struck-off companies leave debts
Director Disqualification Risk
Directors of companies struck off while owing money to creditors face possible High Court disqualification.
The Office of the Director of Corporate Enforcement can apply for disqualification orders.
These orders typically last five years and completely bar you from acting as company director during that period.
Can You Get Back Into Compliance?
Yes you can get back into compliance, getting current with your late filings is always possible until your company is actually struck off.
In our experience, acting quickly minimises both financial penalties and reputational damage.
Filing a Late B1 Annual Return
The process for late filing mirrors standard filing with a few key differences:
- Prepare your financial statements (if required for this return)
- Complete Form B1 through the CRO's CORE online system
- Upload financial statements before submitting signature page
- Calculate total fees (€20 filing fee + late penalty amount)
- Pay all fees online when submitting the return
- Sign and submit the signature page to finalise filing
Common Filing Mistakes to Avoid
Several technical issues can cause rejected returns and additional delays:
- Missing signatures on the B1 signature page (automatic rejection since April 2018)
- Having only one signature when two directors exist (requires both signatures)
- Uploading financial statements after submitting signature page (creates late filing)
- Filing PDF documents exceeding 8MB size limit
- Using outdated financial statements (must be within 9 months of Annual Return Date)
Getting Professional Help
Many companies facing late filing situations will engage professional company secretaries to ensure compliance.
Professional assistance typically costs €200-€500 but guarantees proper filing and avoids costly mistakes. This investment proves worthwhile when weighed against the potential audit exemption loss.
What If You Need More Time?
It is helpful to be aware that court extensions provide legitimate options when you genuinely cannot meet filing deadlines. However, the process requires proper procedures to be in place and valid justification for the extension.
District Court Extension Applications
Section 343(5) of the Companies Act 2014 allows companies to apply for time extensions.
The application process involves several steps:
- File notice with the CRO at least 14 days before court hearing
- Prepare affidavit explaining reasons for extension request
- Attend District Court hearing (can be represented by solicitor)
- Obtain court order specifying new filing deadline
- Deliver court order to CRO within 28 days
When Extensions Are Granted
Courts typically grant extensions only in genuine hardship situations:
- Serious illness of key personnel preventing return preparation
- Loss of accounting records requiring reconstruction
- Disputes between directors preventing agreement on financial statements
- Technical issues genuinely preventing electronic filing
Simple forgetfulness or administrative oversight rarely qualifies for court extensions.
Cost of Court Route
Applying for court extensions involves several costs:
- Solicitor fees for preparing application: €500-€1,500
- Court filing fees: €20-€50
- Lost director time attending court hearings
- Potential rejection if reasons insufficient
Often filing late and paying penalties proves cheaper than seeking court extensions.
How Do You Prevent Future Late Filings?
Your company should establish systematic compliance procedures to prevent repeat situations. Most late filings result from poor calendar management rather than deliberate avoidance.
Set Up Compliance Calendar
Track your company's key dates:
- Annual Return Date (ARD) - the date to which your return must be made up
- 56-day filing deadline - your absolute latest filing date
- Financial year-end - determines which accounts must be included
- Reminder dates - set alerts 90, 60, and 30 days before deadline
Most company secretarial software provides automatic deadline tracking and email reminders.
Engage Professional Services
Outsourcing annual compliance removes the burden on directors and ensures timely filing:
- Company secretary handles all CRO filings automatically
- Accountant prepares financial statements to correct deadlines
- Regular compliance reviews catch issues before they become problems
- Professional indemnity insurance protects against errors
The cost of professional services typically proves less than one year's mandatory audit fees.

Laura Ryan is a practising Barrister at the Bar of Ireland. She graduated from the Honourable Society of King’s Inns in 2024, having previously qualified and practised as a Chartered Accountant in a big four accounting firm.













