Running a business in Ireland is a complex and responsible task requiring determination and attention. If you are an aspiring entrepreneur who just started a business in Ireland, there are plenty of details that you have to keep in your head to make your business successful and transparent. Submitting annual returns is one of those necessary actions that you as a company owner have to complete under the Companies Act 2014.
In today’s article, we have collected all the details to explain what a missed annual return means for an Irish LTD, and what you should do if you have missed the deadline.
Does My Company Need to File an Annual Return in Ireland?
Preparation and submission of annual returns is mandatory for all companies registered in the Republic of Ireland, even if a company did not trade during the year or is dormant. The annual return is submitted as a B1 form to CORE, the Companies Online Registration Environment. This form contains company details such as the registered office address, the names and details of the company’s officers, and, where financial statements are required, the accounts annexed to the return.
Who is Responsible for Filing the Annual Return?
So who is responsible for getting the B1 to the CRO?
Company director: must control preparation and filing of annual returns and provide all the necessary details upon the accountant’s request.
Company secretary: responsible for submitting the finished return to the CRO. The B1 must be signed by a director and the secretary, and these must be two different people.
Find out more about the duties and responsibilities of a company secretary here.
Accountant: prepares the financial statements where the return requires them.
When is the Annual Return Deadline?
Every Irish company has its own annual return date, known as the ARD. There is no single national deadline. For a newly registered company the first ARD falls six months after incorporation. The annual return itself must then be filed within 56 days of the ARD, under section 343 of the Companies Act 2014. After the first year the ARD repeats annually, with the same 56-day filing window each time.
Worked example. A company is incorporated on 6 May 2024.
Its first ARD is 6 November 2024, six months after incorporation.
The B1 must be filed by 1 January 2025, being 56 days after the ARD.
The next ARD is 6 November 2025, with the same 56-day window.
Only after the 56-day period expires is the annual return treated as late.
If you know the company will not meet its ARD, it is possible to change the annual return date using Form B1B73, filed before the existing ARD passes. The ARD can only be extended once in any five-year period.
What Happens When You Miss the Deadline for an Annual Return
So what happens if you miss the deadline? First, do not panic. The consequences depend on whether financial statements were due with the return, and on whether the company has filed late before.
Missed Annual Return with No Financial Statements
- Late filing fee: the CRO imposes an initial late filing fee of EUR 100 with a daily fee of EUR 3 accruing thereafter, up to a maximum of EUR 1,200 per return.
- Involuntary strike-off: where returns remain outstanding, the CRO can begin involuntary strike-off and the company can be removed from the register. Directors of a company struck off with outstanding liabilities may face restriction or disqualification proceedings, but neither follows automatically from a late return.
Missed Annual Return with Financial Statements
- Late filing fee: the CRO applies the late filing fee on the same terms as above.
- Possible loss of audit exemption: this does not follow automatically from a single late return. Under section 363 of the Companies Act 2014, as amended on 16 July 2025, the first annual return filed late in any five-year period does not cost the company its audit exemption, although the late filing fee still applies. A second or subsequent late return within that five-year period removes the exemption for the current financial year and the one after it, which means two years of statutory audit. Returns filed late before 16 July 2025 still fall under the previous rule, where any late return triggered the loss.
- Involuntary strike-off: as above, where returns remain outstanding.
What to Do if You Miss the CRO Deadline
- File the outstanding return, with financial statements where they are required, and pay the late filing fee. Filing late does not remove the fee. If this is the company’s second late return inside five years, the audit requirement described above will apply.
- Apply to the District Court for an extension of time under section 343(5). A successful application means the return is treated as filed on time, so the late filing fee and any loss of audit exemption fall away. Note that this route closes once the late filing fee has been paid, so the decision has to be made before paying.
Wrapping Up
Filing the annual return is a simple but unforgiving obligation under the Companies Act 2014. A missed return carries a late filing fee of up to EUR 1,200, exposure to involuntary strike-off, and, on a second late filing within five years, the loss of audit exemption for two financial years.
If you need help preparing and filing a B1, see our B1 annual return service. If you are setting up a new company and would rather not track the first return date at all, our Irish Resident Company Formation package covers incorporation, tax registration, the RBO filing and the first annual return in one go.
Disclaimer: The content of this page is for information only and is subject to change. It does not constitute professional advice. No liability is accepted by Chern & Co for any actions taken or not taken in reliance on the information set out in this article. Professional, legal or tax advice should be obtained before taking or refraining from any action.
Need help staying compliant? See our filing and compliance service.
