Formation Advanced

Are there rules when choosing a Company Name?
What and where is my Registered Office?
Who can be a director and what do they do?
Shares - how much, how many and for who?
Who is the Declarant of the Company?
What is the "NACE Code" of my Company?

• Names containing certain words cannot be used unless approved by relevant bodies. For example, the words "bank", "banker", "banking", "banc", may only be used with the permission of the Central Bank of Ireland. This also applies to names such as "hollybank", "sweetbank", "canal bank", "bancorp", etc. and the surname "Banks" not withstanding the fact that the company may not intend to carry on banking business.
• Words such as "insurance", "re-insurance" and "assurance" cannot be used, unless prior permission has been sought from and granted by the Department of Enterprise,Trade and Employment (Insurance Financial Supervision Section).
• Words such as "society", "co-op" or "co-operative" cannot be used unless prior permission has been sought from and granted by the Registrar of Friendly Societies.
• The word "University" cannot be used unless permission has been sought from and gratned by the Department of Education.
• If a name includes words which imply specific functions e.g. "holding company", "group" etc., further information may be required by the CRO to support the application.

Registered office        
Every company in Ireland must provide a Registered Office address. The address can be anywhere in Ireland as long as it is not a PO Box or document exchange address. The address must be a physical location where documents are able to be sent or dropped off such as your private house or business premises.

Address of central administration and proposed activity
Every company must nominate the addresses where the "central administration" (head office), and where the "proposed activity of the company" will be carried out from. These addresses can be the same as the Registered office address - they CANNOT be PO Boxes.

Director information
A company can have as at least 2 directors (or more) and 1 secretary. The Secretary can be one of the Directors. One of the Directors must be an European Economic Area resident.

Directors are defined as being responsible for the day-to-day running of the company, its operations and compliance with the law. A secretary is generally responsible for company house-keeping matters and compliance.

An existing company may be a director or secretary of the company. A director must:

• be a natural person (not an entity)
• be 18 or over
• not be an undischarged bankrupt

A secretary must:

• be a natural person or corporate entity
• be 18 or over
• not be an undischarged bankrupt

Company shares
Every company must have shares issued to it upon incorporation. Companies have authorised shares and issued shares. Normally a company would have 1,000,000 authorised shares with 2, 100 or 1000 of them being issued to shareholders. The shares also have a value placed upon them, generally €1.00 per share (or whatever you decide).

These shares (for example, 1000 shares) are then split up and issued to individual shareholder(s).

For example, John and Mary Smith wish to form a company. They issue 1000 total shares to the company.

They have decided they would like to split the ownership of the company in half between them. In this instance they would allocate 500 shares to each of them.

Shares can be split in anyway (eg, a 70/30 split, 80/20 etc).

Declarant for the company
The declarant is the person applying to register the company and is the person indicating that the information supplied is true and correct.

The declarant must be a director or secretary of the company, or a solicitor.

NACE code
A NACE code is a description of all business activities. You will need to choose your own NACE classification which correctly identifies the purpose of your company.

We supply you with a full list of NACE codes and business descriptions. You will need to select the category that best fits your company and then drill down further until you find the best classification for your company. Don't forget, if you are not sure just ask us help@startupwizard.ie