UK Consultancy Opens Irish LTD to Retain EU Public-Sector Contracts Post-Brexit — 10 Working Days

UK Consultancy Opens Irish LTD to Retain EU Public-Sector Contracts Post-Brexit — 10 Working Days

Background: Brexit reopened a settled procurement question

The consultancy had won EU public-sector framework contracts before Brexit when both parties were in the single market. Post-2021, several public-sector procurement teams in Brussels and Berlin began enforcing a contractual requirement that the contracting party be established in an EU member state. Two framework agreements worth €2.1M annually flagged that they would not be renewed unless an EU-registered entity was provided.

The challenge: Ireland is the natural fit, but Section 137 still applies

Ireland was the obvious choice — same language, common law, mature professional services market, well-understood procurement track. But the UK is no longer in the EEA, so a UK-resident director alone does not satisfy Section 137 of the Companies Act 2014. The consultancy had two options: appoint an Irish-resident senior associate already on payroll, or use Chern & Co’s nominee director service. The firm chose the senior associate, with Chern & Co providing the registered office, RBO filing and ongoing company secretarial.

The solution: Irish LTD, EU-resident director, registered office, full Revenue setup

The workstream:

• A1 incorporation with two UK partners as ordinary directors and the Irish-resident senior associate as a third director satisfying Section 137 — day 1 to 10
• RBO declaration filed with the founders’ beneficial-ownership data — day 12
• Tax registration with Revenue (CT, VAT, PREM) — day 14
• EU framework contracts re-papered to be issued and signed by the Irish LTD — days 15 to 21
• First Irish-LTD invoice issued under the Brussels framework — day 22

The outcome: revenue retained, group structure simplified

Both EU framework contracts were renewed under the new Irish entity. The UK parent now invoices the Irish subsidiary on a transfer-pricing basis approved by the firm’s tax counsel. Total recurring annual cost of the Irish entity (registered office, company secretarial, audit-exempt accounts, B1 annual return) is well below 1% of the revenue retained.

Why this is now standard for UK professional services

Post-Brexit, UK professional-services firms with EU public-sector and EU regulated-sector clients are routinely required to provide an EU-resident contracting party. An Irish LTD with a real EEA-resident director, a real registered office and full Revenue tax registration is the cleanest answer. As an authorised Trust and Company Service Provider in Ireland since 2018, Chern & Co has delivered this exact playbook for dozens of UK firms.