ComplianceSME

Ireland · Forming the company and its constitution

The registered office, the company seal, filings and delivery of documents to the Registrar

the Companies Act 2014 · sections 34 to 37, 43 to 45, 47, 49, 50, 888, 888A, 896 and 898

Where the problem is

The registered office is the address at which the company is deemed to receive everything that matters, so an out of date entry costs the company its notice period rather than a filing fee. Notice of any change in the situation of the registered office must be given to the Registrar in the prescribed form within 14 days after the date of the change, and the Registrar records the change (section 50(3)).

The second problem sits in the delivery rules. A document is deemed not to have been delivered to the Registrar if it is the subject of a notice served under section 898(1)(a) and the Registrar has not received the required response within 14 days after the date of service of that notice (section 898(3)). A company that treats submission as delivery can find that the filing never happened.

What the Companies Act 2014 requires

A company must send a member a copy of its constitution free of charge on request, and may charge the prescribed amount for a second or later request once the first has been met (section 37(1)). Sections 34 to 36 govern the language of filings and the use of an electronic filing agent, and section 888 sets out the authentication that stands in place of a signature. Section 888A requires a director to include a personal public service number, or the alternative the section allows, notwithstanding section 262(9) of the Social Welfare Consolidation Act 2005.

Sections 43 to 45, 47 and 49 cover the company seal, the effect of pre-incorporation contracts and the display of the company name. Section 50 carries the registered office duty and the 14-day notice of any change. Sections 896 and 898 govern the mechanics of delivery to the Registrar, including when a document is treated as never having been delivered.

The tool that solves it

Files 4 and 5 of the IE-COMPANY package cover this situation. File 4 asks how filings are made, in what language, through which agent if any, and how personal public service numbers are handled. File 5 asks where the registered office is, when it last changed, when the notice went to the Registrar, how the seal is held and used, and how the company name is displayed. Both files record the answers as evidence rows against the sections they cover.

This situation is covered by these files from the pack IE-COMPANY

Files for this situation

Free · this situation only

The working files named above cover this situation. You take them from your free ComplianceSME account when this situation arises, and you come back to the site for the next situation.

You take the starter pack first: PRINT_ME_FIRST.pdf, the training file T_TRAIN, the four volumes of the reference file T_HELP, and File 1, which builds the ENTITY_PASSPORT.md that the other files require. The situations open in your account once you have taken the starter pack.

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The free system

Free · with a free account

The ComplianceSME system for the Companies Act 2014 is free. It needs a free ComplianceSME account and runs inside your own Claude account. It holds 215 working files, the training file, the reference file in four volumes, the regulation analysis, the final review with the gap analysis, and the report assembly. You take the starter pack first, and after that the files for one situation at a time, as each situation arises.

The starter pack holds PRINT_ME_FIRST.pdf, the training file T_TRAIN, the four volumes of the reference file T_HELP, and File 1, which builds the ENTITY_PASSPORT.md that every other working file requires. Print PRINT_ME_FIRST.pdf and read it before any other file.

The system runs in your own Claude account. Upload the files, type START, and the system asks you one question at a time until it has built your documentation, citing the section at every point.

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ComplianceSME tracks the Companies Act 2014 and issues update files through the membership, so that you are never working from a superseded version. Membership

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