A List and Brief Explanation of the Types of Companies to be Found in the Republic of Ireland

There are a number of company types in the Republic of Ireland. Some are closely related to UK's system and some are more European. This is a classic example of Ireland being able to offer the best of both worlds. Sourced and edited from CRO.

Limited Company

The shares in a company are owned by its shareholders. If the company is a limited liability company, the shareholders' liability, should the company fail, is limited to the amount, if any, remaining unpaid on the shares held by them. A company is a separate legal entity and, therefore, is separate and distinct from those who run it. Only the company can be sued for its obligations and can sue to enforce its rights.

There are four types of limited companies:

A private company limited by shares: The members' liability, if the company is wound up, is limited to the amount, if any, unpaid on the shares they hold. The maximum number of members in the Republic of Ireland is 99.
A company limited by guarantee not having a share capital: As this is a public company, there must be a minimum of seven members. The members' liability is limited to the amount they have undertaken to contribute to the assets of the company, in the event it is wound up, not exceeding the amount specified in the memorandum. If a guarantee company does not have a share capital, the members are not required to buy any shares in the company. (Charities etc)
A company limited by guarantee having a share capital: As with a private company if the maximum number of members is 99. The members have liability under two headings; firstly, the amount, if any, that is unpaid on the shares they hold, and secondly, the amount they have undertaken to contribute to the assets of the company, in the event that it is wound up.
A public limited company: This company type must have a minimum of seven members. Their liability is limited to the amount, if any, unpaid on shares held by them. It should be noted that it is unlawful to issue any form of prospectus except in compliance with the Companies Acts 1963-2006. The nominal value of the company's allotted share capital must not be less than €38,092.14, at least 25% of which must be fully paid up before the company commences business or exercises any borrowing powers.

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Single Member Company

A single member company is a private company limited by shares or a guarantee company having a share capital, which is incorporated with one member, or whose membership is reduced to one person. However, the company must have:

at least two directors
and one secretary

The sole member, if he/she so decides, can dispense with the holding of General Meetings, including Annual General Meetings (AGMs).

Unlimited Company

In an unlimited company, there is no limit placed on the liability of the members. Recourse may be had by creditors to the shareholders in respect of any liabilities owed by the company which the company has failed to discharge. Such a company must have a minimum of two shareholders.

Undertakings for Collective Investment in Transferable Securities (UCITS)

UCITS are public limited companies formed under EU Regulation and the Companies Acts 1963-2006. The sole object of a UCIT is the collective investment in transferable securities of capital raised from the public that operates on the principle of risk-spreading. The Central Bank of Ireland, which is the competent authority in Ireland, must approve all registrations of UCITS that wish to carry out activities within the Stat.

European Economic Interest Groupings (EEIG)

The EEIG is a mechanism through which business within the EU can engage in cross-border commerce. The purpose of an EEIG is to facilitate or develop the economic activities of its members. An EEIG must have a minimum of two and up to a maximum of 20 members, who may be companies or individuals from different Member States.

Societas Europaea (SE)

A Societas Europaea or SE is a European public limited liability company formed under EU Regulation and the European Communities Regulations 2007.

An SE can be formed by merger or as a holding or subsidiary SE or by conversion of a plc to SE. An SE must have members from different Member States unless an SE itself is setting up a subsidiary SE.

Last Updated ( Monday, 23 March 2009 )

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