Pearse Trust Blog

Under Irish tax law, a debt receivable is an asset for Irish Capital Gains Tax (CGT) purposes. Therefore, the assignment by an Irish company of a receivable would be a disposal by that company of an asset. 

By structuring the transaction and documentation in a tax efficient manner, it is possible to minimise the potential Irish tax implications where an Irish company assigns its receivable, i.e. a debt or loan that someone owes to the Irish company.

With the introduction of the Companies Act 2014 “the Act” in Ireland, failure to meet corporate compliance requirements and the offences for breaching one’s obligationsunder Irish company law have been codified and can be found under Part 14 of the Act.

The Act provides considerable consequences for breaching company law and has categorised the offences by a four-tier system based upon the seriousness of the offence. As a consequence, the offences are easier to identify.  

A growing number of companies, large and small, are now accepting bitcoins as payment for their goods and services.

Despite being almost completely unregulated, virtual currencies, of which bitcoin is the most prominent example, are being accepted as a legitimate monetary medium by an increasing number of countries.

Tax authorities however are struggling to fit virtual currencies into tax systems still largely built on the physical economy of the 20^th century.

This blog will look at the requirements for qualifying for charitable tax status and name exemption for Irish registered companies.

It will also discuss the statutory obligations placed on charities by the Charities Act 2009, the Companies Registration Office, the Revenue Commissioners and the Charities Regulatory Authority.

The 2009 Act was introduced in order to reform how charities are governed, to ensure that they comply with their legal obligations and to enhance transparency and governance standards in the charity sector.

The Annual General Meeting is a key event for a Company and it is important for the directors, secretary and shareholders to understand the business which is to be transacted at the AGM each year.

Pursuant to section 175 of the Companies Act 2014, an AGM must be held within 18 months from incorporation of a company and then on an annual basis, without 15 months elapsing from one AGM to another.

Unless consent to short notice is granted, notice of the AGM is to be issued to members 21 days before the meeting. In addition to providing the date, time, location and proxy details, the notice should detail the general nature of the business to be transacted at the meeting.   

Ireland’s network of treaties to eliminate and minimise double taxation continues to grow. Ireland has signed tax treaties with 72 countries; of these treaties 70 are in effect.

A full list of Ireland’s tax treaties can be found on the Revenue Commissioner's website. The treaties cover corporation tax, capital gains tax and income tax.

The information set out below provides an overview of the treaties recently signed by Ireland, including a summary of any updates to existing agreements and the developments in relation to new treaties.

What is CRS?

The OECD’s new Common Reporting Standard mandates that financial institutions must report information to their own domestic authorities relating to account holders that are tax resident in any of the over 90 jurisdictions, that have signed agreements to implement Common Reporting Standard into domestic legislation.  

In addition to the CRS, the OECD has published the CRS Implementation Handbook and also maintains and regularly updates a list of CRS-related Frequently Asked Questions.

For the earliest adopters, which include Ireland, Mexico, and the UK, the Common Reporting Standard commenced on 1 January 2016. New Zealand, Panama and Switzerland will start to report in 2018.  The US is not a party to the CRS. 

We considered Irish company resolutions in a previous Pearse Trust blog. However, the Companies Act 2014 brought about changes to the area of shareholder resolutions.

The changes intend to simplify the way that shareholders and directors resolve matters and are focused on resolutions made in writing.

Previously, members of a private company limited by shares could only pass resolutions by way of unanimous written resolution, when the articles of association of the company permitted them to do so. The Companies Act 2014 now permits all LTD companies to pass written resolutions.  DACs are also permitted to do so unless their Constitution provides otherwise.

The Summary Approval Procedure (SAP) was introduced by the Companies Act 2014. SAP is a new process which allows particular restricted activities which would otherwise be forbidden.

The procedure is available to private companies limited by shares, designated activity companies, companies limited by guarantee and unlimited companies.

However, a private company that is a subsidiary of a plc cannot avail of the procedure and a plc itself can only use the procedure for 3 of the 7 restricted activities.

In Ireland, Private Companies are required to maintain a minute book and certain statutory records and registers. These records are usually kept at the Company’s registered office address and the task of updating and maintaining the registers belongs to the Company Secretary. It is essential that those involved in a Company ensure that the entity maintains a correct and up to date record of the activities undertaken and events that have occurred.