Ireland Subsidiary.

Building your team in Ireland opens the door to EU opportunities. Traditionally, you need to establish a legal presence and set up an Ireland subsidiary to hire employees directly. Setting up a subsidiary means managing legal and administrative processes that can take time and slow your plans.

But G-P EOR offers an alternative. Instead of taking the conventional subsidiary route in Ireland, we can expedite your entry — no new entities required — so you can start hiring in minutes, not months.

How to set up a subsidiary in Ireland

 The most common way to set up a subsidiary in Ireland is through a private company limited by shares, known as an LTD.

This is a common choice for global companies as the parent company is only responsible for paying any unpaid amounts on its shares, and not for the company’s other debts. The Companies Act 2014 sets out most of the legal requirements for LTDs.  

Steps to incorporate a subsidiary in Ireland

1. Choose a company name: The company name must be unique and can’t be misleading. It must also be approved by the Companies Registration Office (CRO).
2. Appoint a director: You must appoint at least one director. At least one director must be a resident of a European Economic Area (EEA) member state. Otherwise, you need a Section 137 bond of EUR 25,000 that’s valid for at least two years. All directors must provide a personal public service number (PPSN) or a verified identity number (VIN) for CRO registration.
3. Appoint a company secretary: A company with one director must appoint a separate company secretary.
4. Get a physical office address: A subsidiary must have a physical and registered office address in Ireland.
5. Issue at least one share: An LTD doesn’t have a minimum share capital amount, but it’s mandatory for at least one share to be issued at incorporation.
6. Create company constitution and file with CRO: A company constitution sets out the company’s rules. All documents are usually submitted electronically through the CRO’s companies online registration environment (CORE) portal.
7. Get a certification of incorporation: Once the CRO approves the application and fee payment, they’ll issue a certificate of incorporation. This officially makes the subsidiary a legal entity, and takes 5–10 business days.

After incorporation, you also need to:

• Get a company seal: Every company must have an official stamp used to emboss documents. 
• Register for taxes: Register with Irish Revenue for corporation tax, VAT, and employer taxes (PAYE/PRSI). 
• Register beneficial ownership: Submit details of the company's beneficial owners to the Central Register of Beneficial Ownership (RBO). In Ireland, this is usually someone who owns or controls more than 25% of the company’s shares or voting rights, or who has significant control over the company.
• Open a bank account: A corporate bank account can take several days to a few weeks to set up.

Ireland subsidiary laws and requirements

The Companies Act 2014 establishes several requirements for LTDs, such as:

• Annual return: Companies must file an annual return with the CRO, including financial statements, by a deadline each year. Missing this deadline can lead to penalties or even deregistration. 
• Taxation: Ireland has a standard 12.5% corporate tax rate. However, it has introduced the Organisation for Economic Co-operation and Development’s (OECD’s) “Pillar Two” rules. Now, multinationals with annual global revenues over EUR 750 million pay a minimum effective tax of 15%.
• Director and secretary roles: Irish law sets out the duties and responsibilities of directors and the company secretary. They can be held personally responsible if they don’t meet these responsibilities.

Advantages of Ireland subsidiaries

• Limited liability: The parent organization is protected from any debts or legal actions directed at the Ireland entity.
• A subsidiary has its own management structure: This allows it to adapt to and align with local business culture and market conditions. 
• Access to the EU market: An Ireland subsidiary gives you access to the EU market, making it easier to trade with other nations.
• Boosts credibility: A local entity can enhance your company’s reputation and credibility with customers, suppliers, and partners in Ireland and across Europe.

Disadvantages of Ireland subsidiaries

While establishing an Ireland subsidiary has clear advantages, the process comes with challenges that can delay market entry and trigger steep costs:

• Time-consuming setup: Incorporation involves multiple legal and administrative steps, including name approval, director appointments, constitution drafting, and CRO filings. Processing can take several weeks or longer, especially during peak periods.
• High initial and ongoing costs: There are legal and incorporation fees, and if no EEA-resident director is appointed, a EUR 25,000 Section 137 bond is mandatory. Ongoing costs include accounting, annual audits (unless exempt), tax filings, and administrative overhead.
• Ongoing compliance and liability: Companies must comply with the Companies Act 2014, annual return filings, and if in scope OECD, Pillar Two minimum tax rules. Noncompliance can result in significant fines and personal liability for directors.
• Administrative burden: Managing payroll, benefits, PAYE/PRSI, and regulatory compliance requires dedicated local resources or outsourcing, which can take focus from core business.
• Banking delays: Opening a corporate bank account is a necessary step and often takes several days to weeks due to documentation and compliance checks, which can delay operational readiness.

Alternative to setting up an Ireland subsidiary

There’s an easier alternative. G-P allows you to hire talent in minutes without the hassle and complications of having to set up a subsidiary in Ireland. 

The benefits of using an employer of record (EOR) in Ireland include:

• Compliance assurance: The EOR handles compliance with labor, tax, payroll, and company regulations. This reduces your risk and potential penalties.
• Administrative simplicity: The EOR manages all administrative functions, including payroll, benefits administration, mandatory contributions, and tax filings. The EOR takes care of these responsibilities, so you can focus on your business.
• Cost efficiency: By using an EOR, you avoid the significant upfront and ongoing costs of setting up and running a subsidiary, including legal fees, accounting, local management, and administrative overhead. 
• Faster market entry: An EOR lets you onboard talent immediately, without the lengthy process of setting up a legal entity. Setting up a subsidiary can take months due to regulatory, banking, and administrative requirements.
• Flexibility: An EOR arrangement is easier to scale up or down compared to winding down a subsidiary.
• Risk mitigation: An EOR manages the legal risks associated with employment, such as worker classification, giving you an added layer of protection.

An EOR acts as the legal employer for your team in Ireland, while you retain full control over their day-to-day management. That way, you can tap into Ireland's strategic advantages, without the complexities and time commitment of establishing your own subsidiary.

Enter new markets with G-P — no new entities required

Setting up a subsidiary or legal entity in Ireland is costly and time-consuming. G-P EOR allows you to hire talent in minutes without the hassle and complications of a subsidiary.

Request a proposal today to learn more about our global employment products and EOR solutions.

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