Ireland is very open towardsforeign investments, offering many incentives to businessmen wanting to open a branch office. Foreign entities deciding to establish branch offices in Ireland must do so according to the EU Regulations on Branch Disclosures of 1993 that establishes the registration of branch offices in the country. It is important to know that a branch office in Ireland is seen as a dependent structure to its parent company, as the management decisions can’t be taken through the branch office.
Recently, the Companies Registration Office in Ireland has passed a law that simplifies and expedites the registration procedures for branch offices. For complete details about setting up branches it is best to request the services of our company formation representatives in Ireland, who can advise investors on all the procedures involved in this case.
Investors who want to start the procedure of Irish company formation through a branch office must consider that this business structure is not clearly defined by the Companies Law, as there is no statutory definition of the term; however, investors choose to set up a branch office due to the fact that it incurs much lower costs (initial costs and operational costs) compared to registering a subsidiary.
As a general rule, the branch office is a concept that is available under the European Union’s legislation and which tends to define a permanent place of business, with the main characteristic being that the respective business is an extension of the parent company on a foreign market. Furthermore, the branch office is not considered a legal entity, since it is subordinated to a business form, namely the parent company, that has already been incorporated in a given jurisdiction.
What are the required documents for setting up a branch in Ireland?
When opting for company registration in Ireland through a branch office, special requirements have to be completed, following the applicable legislation. In this sense, the investors will need to provide a set of documents, which will further on be registered with the local authorities and our team of representatives in company formation in Ireland can assist on drafting the following:
•a F12 registration form for companies in the European Union (EU), or a F13 registration form for companies in non-EU countries;
•a notarized copy of the parent company’s certificate of incorporation and anotarized copyof the articles of association of the parent company;
•a notarized copy of the parent company’s charter and copies of theaccounting documents according to Regulation 4(2) (i) or 7 (2) (j);
•besides these, it is necessary to appoint a legal representative for the branch office to be registered in Ireland;
•it is also necessary to appoint an Irish resident that satisfies the EU Branches Disclosures law demands.
The Irish branch must also have a registered office. All documentation must be submitted with the Irish Companies Registration Office within one monthbefore branch registration. Theregistration of a branch office in Ireland may take up to 10 days, Ireland being known for having one of the shortest registration procedures available at the level of the EU. Our incorporation agents can help you open a branch and can also assist you if you need to open a bank account in Ireland for your branch office.
Are there any other requirements when establishing a branch in Ireland?
Once the Irish branch has been registered with the Companies Registration Office it must also register for taxation purposes with the relevant tax authorities. Branch offices in Ireland are required to submit the annual accounting situation and audited reports of the parent company with theCompanies Registration Office (CRO). For branch offices hiring personnel, registration for social security, pension fund and other insurances is required.
The company is required to establish a place of business when operating through a branch office, as imposed to any commercial operator in Ireland. As a general rule, a branch office is seen as place of business through which the branch concludes ancillary activities to the ones developed by the parent company. Such activities can also include market research for example.
Our experts in Ireland company formation matters invite you to watch the video below which shows how to set up a branch office in Ireland:
What are the main differences between a subsidiary and an Irish branch office?
When expanding an international business in Ireland, the investors may register one of the legal entities provided by the Companies Act, or they may open a subsidiary or a branch office. In the case of the latter business forms, the decision should be taken depending on the level of dependency the Irish structure will have towards its parent company.
Regarding the level of dependency, the branch office is, as mentioned above, legally dependent to the parent company, while in the case of a subsidiary, the entity is seen as a separate and independent structure. Other relevant differences between the two are given by the accounting procedures, as well as on the taxation scheme and our team of consultants in company registration in Ireland may offer in-depth information on such aspects.
However, it is important to know that the subsidiary is required to perform more strict annual filling requirements compared to the branch office and this could be an advantage when opening a company in Irelandthrough this business structure. In terms of taxation, the Irish subsidiary will be liable to the corporate tax system; this also applies to the branch office, but the corporate tax is applicable only for its activities developed in Ireland.
Foreign businessmen in search of company formation services in other countries such as Luxembourg, Denmark, Switzerland, Moldova or Montenegro can send us a detailed request and we will put them in contact with our partners from the respective countries. Futhermore, in case you would like to start a business in Estonia we can put you in contact with our partners who are experts in opening companies.
What are the tax requirements for Irish branches?
An Irish branch is required to register for social security and withhold taxes from its employees in Ireland. At the same time, the branch office is liable for value added tax (VAT) and must complete all the formalities forVAT registration in Ireland, and the rate with which the business will be imposed will vary depending on the nature of its business activities.
The corporate tax in Ireland is applicable to branch offices only to the extent of their activities conducted in this country. The corporation tax is imposed on the branch for all its direct or indirect income, as well as from property income.
The taxation of a branch depends on its residency. In the case of a branch representing a company which is a tax resident in Ireland, the respective entity will be charged with the corporate tax on its worldwide income, unlike the foreign company operating on the Irish market through the branch office. Our team of consultants in Irish company formation matters can provide further information on the main tax regulations arising from the residency of a legal entity.
The branch is also liable to paying the capital gains tax applicable to the disposal of assets.
If you want to set up a subsidiary or a branch office you can contact our specialists in Ireland company formation matters. Our representatives can advise on the main differences deriving from these two business forms and can help investors in choosing the most suitable entity for expanding on the local market as foreign company.
Paul Sheridan is one of our company formation specialists. He can help you establish your company in Ireland fast and easy.
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