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Tax & offshore

How to set up a company in Ireland (2026): steps, tax & cost

A plain, honest walkthrough of forming a private company limited by shares (LTD) in Ireland — including the one rule that trips up most foreigners.

By 2026-09-179 min read
How to set up a company in Ireland (2026): steps, tax & cost
The short answer

Yes, a non-resident can own and form an Irish LTD, and the trading corporate tax rate is 12.5% (25% on passive/non-trading income). Budget roughly €300–€700 through an agent and about 5–10 working days at the registry, but factor in the EEA-resident-director rule or a Section 137 bond (~€25,000 cover) plus weeks for banking.

Overview

Ireland is one of the most credible low-tax bases in the EU: an English-speaking, common-law, euro-zone member with a 12.5% corporate tax rate on trading income that has held for two decades. Foreigners regularly use an Irish private company limited by shares (the "LTD") to invoice EU clients, hold IP, or run a genuine operating business with EU market access.

It is not, however, a paper-company jurisdiction. Ireland has an active registry (the Companies Registration Office, or CRO), real reporting obligations, and one structural rule that catches most non-residents: every company needs either a director resident in the European Economic Area (EEA) or a bond and paperwork to work around it. Get that right and the rest is straightforward.

Who it's for

An Irish LTD makes sense when you want a reputable EU company that a bank, payment processor, or enterprise client will take seriously — not a nameplate to hide behind. It suits people building something real with an EU angle.

  • Founders selling software, services, or products to EU/EEA customers who want an EU VAT number and euro invoicing.
  • Consultants and agencies who need a professional, bankable entity rather than a personal-name sole trade.
  • Startups planning to raise, hire, or claim the R&D tax credit and IP regimes.
  • Holding structures where a 12.5%-taxed trading company sits under a group with genuine Irish activity.

It suits you less if you simply want a zero-tax shell: Ireland's 12.5% is low but not nothing, compliance is real, and — crucially — if you actually run the company from another country, that country will usually tax it. It is also a poor fit if you cannot supply an EEA-resident director and are unwilling to buy the Section 137 bond or build genuine Irish substance.

Types of company

The vast majority of foreigners use the LTD. The other forms exist for specific needs (raising public capital, unlimited-liability privacy, charities).

EntityWhat it isTypical use
Private company limited by shares (LTD)Standard limited company; one-document constitution; 1–149 members; can have a single directorAlmost all founders and SMEs
Designated activity company (DAC)Limited company with a stated objects clause and memorandum & articlesRegulated activity, joint ventures, some financing vehicles
Company limited by guarantee (CLG)No share capital; members guarantee a nominal amountNon-profits, clubs, management companies
Public limited company (PLC)Can offer shares to the public; €25,000 minimum issued capitalLarger businesses raising public capital
Branch of a foreign companyRegistered presence of an overseas company, not a separate legal entityExisting foreign companies extending into Ireland

Corporate tax & key taxes

Ireland runs two headline corporate rates: 12.5% on active trading income and 25% on passive/non-trading income (rents, most investment income, certain foreign income). A separate close-company surcharge can apply to undistributed investment and professional income. Large groups face an extra layer, below.

Tax2026 rateNotes
Corporation tax — trading income12.5%Applies to genuine active trades
Corporation tax — passive/non-trading25%Rents, investment income, certain foreign income
OECD Pillar Two top-up15% effectiveOnly groups with consolidated revenue ≥ €750m in 2 of the prior 4 years
VAT (standard)23%Reduced rates of 13.5% and 9% apply to some goods/services
Dividend withholding tax25%Reliefs/exemptions under treaties, EU rules and to resident companies
Capital gains tax (companies)33% (standard)Participation exemption can apply to qualifying share disposals

The much-discussed 15% is not a general rate. It is an OECD/EU Pillar Two minimum effective rate that only bites on very large multinational groups (consolidated turnover of €750 million or more). If you are forming a normal SME, you remain on the 12.5% trading rate.

For VAT, the standard rate is 23%, with reduced rates on certain goods and services. You are not required to register for VAT until you cross the turnover thresholds — currently €42,500 for services and €85,000 for goods over any rolling 12-month period — though many businesses register earlier to reclaim input VAT and to look established to EU clients. Ireland also offers a valuable research-and-development tax credit and IP-related reliefs that can materially reduce the effective rate for genuine innovators, but these reward real activity, not paperwork.

How to set it up, step by step

  1. Choose and check a company name against the CRO register; it must be distinctive and not too similar to an existing name.
  2. Decide the structure: at least one director, a separate company secretary (a sole director cannot also be secretary), a registered office and a business-correspondence address in Ireland, plus your shareholder(s) and share capital.
  3. Solve the director-residency requirement: appoint an EEA-resident director, or arrange a Section 137 non-resident directors' bond, or secure the real-and-continuous-link exemption (see below).
  4. Prepare the constitution (the LTD's single-document constitution) and gather each director's PPS number — or apply for a Verified Identity Number (IPN) via a witnessed Form VIF if a director has no Irish PPS number.
  5. File Form A1 with the CRO online, which declares the directors, secretary, shareholders, share capital and registered office, together with the constitution.
  6. Receive your Certificate of Incorporation and Company Number from the CRO once approved.
  7. Register the beneficial owners on the Central Register of Beneficial Ownership (RBO) within five months of incorporation — no fee, done online.
  8. Register for tax with Revenue (corporation tax, and VAT/PAYE if applicable) and open a corporate bank account before you begin trading.

Costs & timeline

ItemTypical figure (verify current)
CRO Form A1 online filing fee€50
Total setup via a formation agent~€300–€700 depending on services
Registry timeline~5 working days (Fé Phráinn scheme) to ~10 working days (ordinary)
Realistic end-to-end for a non-residentSeveral weeks once VIF, bond and banking are added
Minimum share capital (LTD)No statutory minimum; often €100 issued
Company secretaryRequired; ~€99+/yr if outsourced
Registered office / business address~€100–€300/yr if using a provider
Section 137 non-resident directors' bond€25,000 cover; premium commonly ~€2,000 for two years
Annual return + accounts (accountant)Varies widely by activity; budget for annual filing

Every Irish company must file an annual return (Form B1) with the CRO and financial statements, and file corporation tax returns with Revenue — missing the annual-return deadline triggers late-filing penalties and loss of audit exemption, so treat the calendar seriously.

Substance, banking & the reality

The single biggest mistake is assuming an Irish company is automatically taxed only in Ireland. It is not. If the company is genuinely managed and controlled from where you actually live — where the real decisions are made — that other country can treat it as tax-resident there, and its controlled-foreign-company (CFC) and place-of-effective-management rules can pull the profits (and tax) back home. Low Irish tax is only real if Ireland is where the substance and management sit.

Substance, in practice, means having genuine reasons to be Irish: local directors or staff, an office you actually use, decisions taken in Ireland, and clients or operations with a real Irish or EU nexus. This is also exactly what banks and payment providers want to see. A non-resident with no local footprint can incorporate quickly but then wait weeks for an account, or be declined — so it is wise to decide how you will build real Irish activity before you file, not after.

Read this before you incorporateA foreign-owned Irish company that is actually run from another country can be taxed in that country, not just in Ireland. The 12.5% rate depends on genuine trade and management in Ireland. Separately, expect the corporate bank account to be the hardest and slowest step: Irish and EU banks apply strict know-your-customer checks to non-resident directors and often want to see real local activity before opening an account. Plan for weeks, not days.

The EEA director rule and the Section 137 bond

By law an Irish company must have at least one director resident in the EEA. Non-resident founders have three routes: appoint an EEA-resident director; buy a Section 137 non-resident directors' bond (a €25,000 statutory insurance bond that covers certain fines and penalties, renewable every two years); or obtain a certificate from Revenue/CRO that the company has a real and continuous link with economic activity carried on in Ireland. The bond is the usual fallback for a company that has no EEA director and cannot yet demonstrate that link — treat this as the key friction, and price it in from day one.

Common mistakes

  • Believing an Irish company escapes tax where you live — management and control, CFC and effective-management rules can override that.
  • Forgetting the EEA-director requirement and only discovering the Section 137 bond mid-filing.
  • Assuming the bank account is a formality; for non-residents it is often the longest and most uncertain step.
  • Trying to make a sole director also the company secretary — the two roles must be different people if there is only one director.
  • Missing the RBO beneficial-ownership filing (five months) or the CRO annual return, which forfeits audit exemption and triggers penalties.
  • Confusing the 12.5% trading rate with the 25% passive rate — investment/rental income is taxed at the higher rate.
  • Skipping VAT registration when the €42,500 (services) / €85,000 (goods) thresholds are crossed, or over-registering too early.

Frequently asked questions

Can a non-resident set up a company in Ireland?

Yes. A non-resident, including a non-EU citizen, can own 100% of an Irish LTD and act as a director. The catch is that at least one director must be resident in the EEA — otherwise you must buy a Section 137 non-resident directors' bond (about €25,000 of cover) or obtain a real-and-continuous-link certificate.

What is the corporate tax rate in Ireland?

The headline rate is 12.5% on active trading income and 25% on passive or non-trading income such as rents and most investment income. Only very large multinational groups (consolidated revenue of €750 million or more) face the separate 15% OECD Pillar Two minimum effective rate.

How much does it cost to form an Irish company?

The CRO's online Form A1 filing fee is €50. Using a formation agent, total setup usually runs about €300–€700 depending on the registered office, company secretary and other services. If you need a Section 137 bond, budget roughly €2,000 more for two years. Verify current figures before you commit.

How long does it take to register a company in Ireland?

At the CRO itself, incorporation typically takes around 5 working days under the faster Fé Phráinn scheme or up to about 10 working days on the ordinary route. For a non-resident, add time for identity verification (Form VIF/IPN), any bond, and especially the corporate bank account, which can take several weeks.

Do I need a company secretary and a local director?

Yes to the secretary: every Irish company must appoint one, and a sole director cannot also be the secretary. For directors, you need at least one EEA-resident director, or a Section 137 bond, or a real-and-continuous-link exemption. You do not have to live in Ireland yourself to be a shareholder or director.

Official & government sources

Rules change — always confirm the current position with the primary authority:

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