Notes on Involuntary Strike-Off

1. Please note from 1st June 2017, all Annual Returns (Form B1) and financial statements must be filed online through CORE. Filing fees must be paid by debit/credit card or by Customer Account.
2. Each Annual Return must have annexed to it relevant Financial Statements. The accounting period covered in the annexed Financial Statements should predate the date to which the Annual Return is made up by no more than 9 months, as detailed in Section 347(4)(b) Companies Act 2014.
3. It is a criminal offence not to submit Annual Returns with annexed Financial Statements drawn up in accordance with the Companies Act 2014. Failure to submit an Annual Return may render the company and every officer in default liable to a fine on summary conviction of up to €5,000 each, as detailed in Section 343 of the Companies Act 2014.
4. Where a Company does not for one year submit the Annual Return required by Section 343 of the Companies Act 2014, the Registrar may take steps to have the Company removed from the Register, as detailed in Section 726 of the Companies Act 2014.
5. This procedure involves the sending of one notice by registered post to the Company at its registered office (as recorded at the CRO), the sending of one notice to each recorded director at their residential address (as recorded at the CRO) by ordinary post, followed 28 days later by the publication of a notice in Companies Registration Office Gazette, 28 days after the publication of the notice in Companies Registration Office Gazette, the Company will be struck off, unless all outstanding Annual Returns have been delivered to the Registrar in the interim. Following the publication of another notice in Companies Registration Office Gazette, the Company will be dissolved.
6. The Registrar is obliged to issue this notice in accordance with the Companies Act 2014, notwithstanding any previous correspondence.
7. If the Company is struck off the Register, any person who was a director of the Company at the date of the sending of this Notice, may, on the application of the Corporate Enforcement Authority, be disqualified by the High Court from acting as director or from having any involvement in the management of any Company, as detailed in Section 842(h) of the Companies Act 2014. The Director will seek an order for the legal costs incurred by him in bringing such application, as well as the costs incurred by him in investigating the matter. No further notice need be issued by this Office or by the Director prior to the initiation of a Section 842 application.
8. Upon the Dissolution of a Company, it ceases to have legal existence and all assets of the company are vested in the Minister for Department of Public Expenditure and Reform. The protection of limited liability is no longer available should the business formerly carried on via the Company be continued post-dissolution by any individual(s).
9. Filing the outstanding returns and accounts will halt the strike off process. If a Company is unsure about the procedures for filing an Annual Return and Financial Statements, it should seek professional advice without delay.