Change for Late Annual Returns for Small and Micro Companies

Cover Image for Change for Late Annual Returns for Small and Micro Companies

| Sinead Gortland

On the 16th of July, Peter Burke the Minister for Enterprise, Trade and Employment signed the commencement order for S.22 of the Companies (Corporate Governance, Enforcement and Regulatory Provisions) Act 2024under Statutory Instrument No. S.I. No. 325 of 2025*.

Section 363 of CA2014 is amended so that a company that qualifies as a small or micro company will not be entitled to an audit exemption for the following two years where it fails to deliver, for a second or subsequent time within a period of 5 consecutive years, an annual return compliant with S343 of CA2014.

This means that, as of the 16th July 2025 onwards, a small company will not lose its audit exemption for 2 years if it files only one annual return late once in a five-year period, whereas previously, if one annual return was filed late, the audit exemption was lost for the following 2 years. However, late fees will continue to apply.

Please note that the information provided here serves as a guide, and for a more comprehensive understanding, we recommend referring to the Act directly.

Please follow our blogs over coming weeks where we will give practical examples of the operation of the legislation.

If you would like to discuss any of the above or seek a 343. Application with a member of our team please contact a member of staff at 0539100000.

*The SI is at the time of publication not currently available online.

The contents of this article are meant as a guide only and are not a substitute for professional advice. The authors accept no responsibility for any action taken, or refrained from, as a result of the material contained in this document. Specific advice should be obtained before acting or refraining from acting, in connection with the matters dealt with in this article.

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About the Author

Sinead is a key member of the OmniPro Corporate Consultants Technical Support team providing advice and support in relation to Company Law and Company Secretarial procedures. In addition, Sinead is responsible for carrying out Section 343 applications to the District Court, Company Restorations, Annual Compliance, Company Conversions and Company Law Compliance. Sinead joined OmniPro in 2016 and quickly became an integral member of our Company Secretarial team. She started off her career in OmniPro as part of our Company Formations team building up her experience and knowledge before eventually moving into Company Secretarial. Sinead has a Masters Degree from Maynooth University.