Director disqualification in Ireland: Complete legal guide

Frequently Asked Questions

What's the difference between director restriction and disqualification?

Restriction is the lesser penalty that lasts 5 years and allows you to continue as a director if your company has proper capitalisation (€100,000 for private companies or €500,000 for PLCs, fully paid in cash). Disqualification is more serious and completely prohibits you from any director roles or company management involvement for typically 5 years or longer, with no workaround available.

Can I still be a director if I'm restricted?

Yes, but only if the company meets strict capital requirements. The company must have allotted share capital of at least €100,000 (or €500,000 for PLCs), and every share must be paid in full, in cash. This creates a significant financial barrier that prevents most restricted directors from continuing in their roles.

What happens if I continue as a director while restricted without proper capitalisation?

You face automatic disqualification without additional court proceedings. This escalation happens immediately, moving you from restricted status to full disqualification with all its more severe consequences.

How can I get automatically disqualified without a court hearing?

Automatic disqualification occurs when you're convicted on indictment of offences under the Companies Act or offences involving fraud or dishonesty. The disqualification period defaults to 5 years unless the court orders otherwise, and it applies immediately upon conviction.

What are the penalties if I breach a disqualification or restriction order?

You can face fines up to €50,000 or imprisonment for up to five years. The court may also declare you personally liable for all company debts incurred while you contravene the order, destroying the limited liability protection that company structures normally provide. If convicted, your disqualification period may be extended by up to 10 years.

How can I protect myself from being restricted when my company goes into liquidation?

You must prove you acted honestly and responsibly and cooperated with the liquidator—all three elements are required. The best defence is showing you acted on professional advice from specialists, maintained proper accounting records, filed returns on time, and didn't trade while insolvent. Keep contemporaneous notes of decisions and documentation showing you sought guidance when facing difficult decisions.

Can I get relief from a disqualification order?

Yes, the court may grant relief if it considers it just and equitable under Section 847 of the Companies Act 2014. You must demonstrate genuine rehabilitation and safeguards, such as investing in compliance programmes, appointing professional non-executive directors, and showing you've taken seriously the lessons learned. Relief isn't automatic or easy to obtain and requires serving notice on the Corporate Enforcement Authority.

What happens if I was disqualified as a director in another country?

You must notify the CRO using Form B74 or B74a depending on timing. Failure to notify results in automatic disqualification in Ireland for the remaining period of the foreign disqualification. You cannot avoid Irish consequences by hiding foreign disqualifications, as the Corporate Enforcement Authority can apply to have you disqualified here based on foreign conduct.

How long do restriction and disqualification periods last?

Restriction always lasts exactly 5 years and cannot be extended or reduced. Disqualification periods vary but normally last 5 years or more, with the court determining duration based on the seriousness of misconduct. Disqualifications over 10 years are reserved for the most serious examples of fraudulent trading, such as the 2020 case where a director received 14 years and 3 months for knowingly being party to fraudulent trading.