Entities We Cater For | Eugene T Doyle Accountants

The different types of entity we can cater for at our firm:

Sole-Trader

A sole trader business structure is the simplest form of business to set up; it is an owner run and operated one person business. If a sole trader run business fails you are liable for all debts and your personal assets may be used to pay creditors.

However all the companies’ profits belong solely to the individual after taxes and liabilities have been paid.

Partnership

A partnership is where two or more people run a business with each other. Each of the partners is jointly responsible for the running of the business and is responsible for the partnership debts should the partnership fail. A partnership agreement is normally drawn up to determine the split on partnership profits.

Rental Returns

Rental income is taxed on property situated in the Republic of Ireland under the provision of Case V Schedule D Taxes Consolidation Act (TCA) 1997.

Rental income is also taxed on property situated outside of the State under the provisions of Case III Schedule D TCA 1997.

In general, the same rules apply for computing income for Case V (Irish rents) and Case III (foreign rents) purposes.

The different types of rental income can be found here: Types of Rental Income

Company Types

Choosing the correct formation for your company need not be a difficult process. We can help you make an informed decision on this choice by looking at the pros and cons of each company type in relation to your own personal circumstances.

Before the commencement of the Companies Act 2014 (ie Companies Act 1963-2013), there were 4 main types of companies:

Private Limited Company (Could be Audited or Audit Exempt)
Public Limited Company (Audited)
Unlimited Company (Audited)
Company Limited by Guarantee (Audited)

However since the commencement of the Companies Act 2014, there are now 9 different company types as follows: (can you have these as links to the content down the page)

LTD – Company Limited by Shares

DAC – Designated Activity Company

PLC –Public Limited Company: (Audited)

CGL –Company Limited by Guarantee

ULC- Unlimited Company with a share capital

PUC- Public Unlimited Company with a share capital

PULC: Public unlimited Company without a share capital

External Companies

Unregistered Companies and Joint Stock Companies

LTD – Company Limited by Shares:

Can be Audited or Audit Exempt subject to certain criteria (see Audit Exemption Criteria)
This is the most common company type.
It is the new model private company limited by shares.
It has limited liability i.e. the liability of shareholder(s) is limited to the amount, if any, unpaid on the shares registered in their name.
There is no longer any need for Memorandum and Articles of Association, instead the company has a one page constitution and has unlimited powers. Therefore the doctrine of ‘Ultra Vires no longer applies.
The company may have between 1 to 149 members and will not be required to hold an Annual General Meeting.
Can have one director, but must have a separate company secretary.
The name of the company must end in the suffix ‘Limited’ or ‘Teoranta’.
Parts 1 to 15 Companies Act 2014 applies to this company.

DAC – Designated Activity Company:

Can be Audit or Audit Exempt subject to certain criteria (see Audit Exemption Criteria)
This is a private company limited by shares with an objects clause.
This company is set up to carry out a specific type of business, rather than to have unlimited powers as per the LTD company type. Consequently, the doctrine of ‘Ultra Vires’ still applies.
This company must have Memorandum and Articles of Association.
It must have at least 2 directors.
Can have between 1-149 shareholders.
Needs to hold an AGM if it has 2 or more shareholders.
Must have ‘Designated Activity Company’ or the Irish equivalent ‘Cuideachta Ghníomhaíochta Ainmnithe’ at the end of the company name.
Part 16 of the Companies Act 2014 governs Designated Activity Companies, however most of parts 1 to 15 of the Act also apply with certain provisions disapplied, modified or supplemented by part 16.

PLC –Public Limited Company: (Audited)

A company which trades on the stock exchange, meaning any member of the public can buy and sell shares in this company.
Shares may be issued to the public and may be listed on the stock exchange.
No restriction on number of shareholders.
Must have at least 2 directors.
Must have Memorandum and Articles of Association.
Must have a minimum issued share capital of €25,000.
The name of the company must end with the suffix ‘Public Limited Company’ or ‘PLC’.
Part 17 Companies Act 2014 applies to this company.

CGL –Company Limited by Guarantee:

Can be Audit or Audit Exempt subject to certain criteria (see Audit Exemption Criteria)
It is primarily used for non profit organisations that require a legal status. It does not usually have share capital or shareholders.
Common types of organisations that use this legal structure are: clubs, membership organisations, student’s unions, residential property management companies, charities, etc.
Must have at least two directors and must hold an AGM, unless it is a single member company.
Charities with charitable tax exemption may still be required by Revenue to have 3 directors and more than one shareholder.
This company type has a two document constitution, consisting of a memorandum and articles of association.
Must end in the suffix “company Limited by Guarantee” although; an exemption from using the suffix is available in some cases.
Part 18 Companies Act 2014 applies to this company.

ULC- Unlimited Company with a share capital:

PUC- Public Unlimited Company with a share capital:

PULC: Public unlimited Company without a share capital:

The company must be audited.
Their main distinguishing feature is that members do not have limited liability. The members are joint, several and unlimited in their liability for any insufficiencies in the company’s assets to discharge the company’s debts.
Must have at least 2 directors.
Can have 1 shareholder and no upper limit to the amount of shareholders.
If there are two or more members, the company must hold an AGM.
Will have a two-document constitution, consisting of a memorandum and articles of association.
The name of an Unlimited Company must end with the suffix “unlimited company” or the abbreviation “UC” although; an exemption from using the suffix is available in some cases.
Part 19 of the Companies Act 2014 applies.

External Companies:

An external (foreign) limited company registered abroad may establish a branch in the State.
Any company which is incorporated outside the State and establishes a branch in the State must be registered with the CRO under Part 21 of the Companies Act 2014. The registration must take place within 30 days of the establishment of the branch in the State.
Under the new Companies Act, existing branches of external companies registered under the previous Companies Acts (Branch EU or Branch non EU) become either a branch EEA or a branch non EEA.

Unregistered Companies and Joint Stock Companies:

Part 22 concerns unregistered companies e.g. Bank of Ireland.

(Our team can advise you on which company type best suits your new business venture)

Trusts

Dealing with trusts and estate finances can be a difficult task, our team can help you with this by dealing with the Revenue Commissioners on your behalf. Some of the services we can offer are as follows:

Dealing with the registration of trusts and estates for income tax and capital gains tax.
Applications for letters of tax clearance to Revenue on behalf of the estate.
Completion of Inheritance tax returns IT38.
General accounting and taxation advice and help for the trustees acting on behalf of estates.

Director Returns

Company directors are obliged to submit an Income Tax (Form 11) return every year even if the director’s only income is a PAYE salary from the company.

Non proprietary directors (own or control less than 15% of shares) are required to submit a Form 12 for the year.