A Subsequent Annual Return is the mandatory yearly filing made by Irish companies to the registry following their first six-month return. It includes updated details on directors and shareholders and, crucially, must be accompanied by the company’s financial statements.
A Subsequent Annual Return is the formal document that every Irish company must file with the Companies Registration Office (CRO) every year after its first six-month return. Unlike the initial filing, which does not require financial statements, a Subsequent Annual Return must be accompanied by the company’s accounts, covering the period since the previous filing or incorporation.
This filing serves as a snapshot of the company's current standing, providing the public registry with updated information regarding the company's directors, secretary, registered office, and share capital. It is a fundamental requirement for maintaining your company in "good standing." Failing to file this return on time is one of the most common reasons for companies to face heavy fines or involuntary strike-off.
In the Irish corporate compliance system, the Subsequent Annual Return is the mechanism that ensures transparency. It allows the state, creditors, and potential investors to see who is running the business and to review its financial health through the attached financial statements. For founders, mastering this cycle is essential to avoid the loss of valuable privileges like the audit exemption.
Your Subsequent Annual Return is due exactly 12 months after your previous Annual Return Date (ARD). For most new companies, the first return is filed six months after incorporation, meaning the first "Subsequent" return usually occurs around the 18-month mark of the company's life. Once filed, the next return will be due on the same date the following year unless the ARD is formally changed.
The deadline involves two distinct parts: the ARD itself and the filing period. You have 56 days from your ARD to complete the electronic filing and upload your accounts to the CRO portal. It is vital to remember that "filing" means both the data entry and the attachment of financial documents; if one is missing after the 56-day window, the return is considered late.
The most critical attachment for a Subsequent Annual Return is the statutory financial statements. For most startups and small businesses, these can be abridged financial statements, which provide a condensed version of the balance sheet and notes, protecting some of your commercial privacy. These accounts must be signed by two directors and must cover the financial year ending shortly before the return date.
In addition to the accounts, the return itself includes updated lists of shareholders and their holdings. If you have issued new subscriber shares or brought in investors since the last filing, these changes must be reflected. The return also confirms the current registered office and the details of the register of directors.
The standard filing fee for a Subsequent Annual Return in Ireland is €20, provided it is filed online and on time. However, the real "cost" of this return lies in the penalties for being late. If you miss the 56-day deadline, the CRO imposes an immediate late filing penalty of €100, which then increases by €3 per day for every day the return remains outstanding, up to a maximum of €1,200.
The risks of missing a Subsequent Annual Return deadline are severe. In Ireland, a late filing results in the automatic loss of your audit exemption for the next two years. This means even a micro company would be forced to pay a professional auditor to verify their accounts, which can cost thousands of euros. This is often far more expensive than the late fees themselves.
Beyond the financial cost, persistent failure to file will lead to strike-off procedures. The CRO will eventually dissolve the company, which causes all company assets to become the property of the state and leaves the directors exposed to potential disqualification by the Office of the Director of Corporate Enforcement (ODCE).
Yes, a company can choose to move its ARD to a later date by filing a specific form (Form B73) with the CRO. This is often done to align the Subsequent Annual Return with the company's financial year-end, making it easier for the accountant to prepare the necessary documents. However, you can only extend an ARD once every five years, and the extension cannot exceed six months from the original date.
The Subsequent Annual Return must be signed electronically by a director and the company secretary. By signing the return, they are legally declaring that the information provided is accurate and that the company has complied with its obligations under the Companies Act. Because of the legal weight and the complexity of the attached accounts, many founders use a professional corporate service provider to manage the submission process.
