The Irish Commercial Law allows investors to set up different types of companies, each one of them with its own share capital and administrative requirements. As a general rule, most types of companies require two adult individuals to act as company directors in Ireland. The Irish legislation does not acknowledge corporate directors. According to Section 10 in the Company Act at least one of the directors must be an EU resident. In no EU resident director may be appointed a non-resident director bond must be deposited. The Irish company will also require a secretary.
The role of directors in company administration in Ireland is a decision-making role, the directors being liable before the law for the company’s actions. The directors have the duty to care for the company’s and the shareholders’ best interests. With respect to the Irish company secretary, the appointed person to carry out this function is legally responsible to maintain the company’s records and to file the required annual financial statements with the Companies Registration Office in Ireland. The company must also have a registered address where all important documents are kept and official documents are received. The registered office, however, is not required to be the same with the company’s management place.
Even the shareholders of Irish companies do not have an active role in the administration of the company, they will be required to hold annual in order to review the directors’ performance the company’s annual financial statements and other accounting matters. However, they may also hold extraordinary meetings throughout the year if a situation requires it. The administration of a company is usually stated in its Articles of Association, but shareholders may also pass special or ordinary resolution and thus amending the Irish company’s bylaws.
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