Incorporating in Ireland is genuinely straightforward — most founders have a company within a week or two. The mistakes happen around the edges: registering at the wrong time, missing the first annual return, or never claiming reliefs they qualify for. Here's the map. (Rules and thresholds change — treat this as orientation and confirm current figures with the CRO, Revenue, and a qualified accountant before acting.)
Should you incorporate at all?
A private company limited by shares (LTD) gives you limited liability, a more credible face for B2B contracts, and access to certain tax reliefs — at the price of public filings and real administrative obligations. If you're pre-revenue and testing an idea, operating as a sole trader (register with Revenue, file an annual Form 11) is cheaper and simpler, and you can incorporate later once money is real. Many founders incorporate too early, not too late.
The CRO process
Incorporation runs through the Companies Registration Office, almost always online via CORE:
- Choose a name that's distinguishable from existing registered companies — check the CRO register first. Note that company registration does not protect a brand; that's trademark territory.
- File Form A1 with a constitution. You'll need at least one director who is EEA-resident (otherwise a Section 137 bond), a company secretary (a sole director cannot also be secretary), a registered office address in the State, and details of shares and subscribers.
- Certificate of incorporation typically arrives within about a week of a clean online filing.
After incorporation, two clocks start ticking:
- Register for tax with Revenue (Corporation Tax, and PAYE if you'll pay yourself a salary).
- Your first Annual Return (Form B1) is due 6 months after incorporation — no accounts needed for that first one, but missing it is the classic new-founder mistake: you lose audit exemption for two years and incur penalties. Put the date in your calendar the day you incorporate.
VAT: register when it makes sense, not by reflex
You must register for VAT when your turnover passes the registration thresholds (in recent years: €42,500 for services and €85,000 for goods over a rolling 12 months — confirm current figures). Below the threshold, registration is optional, and the decision is strategic:
- Selling to VAT-registered businesses? Voluntary registration usually helps — your customers reclaim the VAT and you reclaim it on your costs.
- Selling to consumers? Registering early makes you ~23% more expensive or ~19% less profitable. Stay unregistered while you can.
GDPR is not optional — but it is manageable
If you hold any personal data — customer emails count — GDPR applies from day one. For an early-stage company the practical floor is: a privacy policy that tells the truth, a lawful basis for each thing you do with data, data processing agreements with your main vendors (email, hosting, analytics), and the ability to delete a person's data when asked. Build these habits at two customers and they're trivial; retrofit them at two thousand and they're a project.
The R&D Tax Credit most founders miss
If your company spends money resolving genuine technical uncertainty — building something where the outcome wasn't knowable in advance — Ireland's R&D Tax Credit refunds a substantial percentage of qualifying spend (30% in recent years), payable even if you're not yet profitable. Software development frequently qualifies and frequently goes unclaimed because founders assume it's for laboratories. Keep contemporaneous records of what you tried and why it was uncertain, and raise it with your accountant before year end, not after.
A sane first-year checklist
- Decide sole trader vs LTD honestly — incorporate when liability or credibility demands it.
- Incorporate via CORE; diary the B1 deadline immediately.
- Register for Corporation Tax; set up a business bank account; keep business and personal money separate from the first euro.
- Make the VAT decision deliberately based on who your customers are.
- Do the GDPR floor while it's small.
- Ask your accountant about the R&D credit and startup reliefs — the questions cost nothing.
None of this is the business. Get it done, get it diarised, and get back to customers.