Company Secretary Maintenance

Most business owners didn’t set up a company expecting to become experts in Irish company law. You shouldn’t have to be. But your company has legal obligations that don’t pause while you focus on growing the business, and if they’re not met, the consequences are real. A missed annual return. A CRO strike-off notice. A fine that was entirely avoidable.

That’s what Kinore’s company secretarial service exists to prevent.

Under Section 129 of the Companies Act 2014, every Irish-registered company must have a company secretary. It’s not optional, and the responsibilities that come with the role are ongoing. Yet most founders we speak to aren’t sure what a company secretary actually does, what happens when something is missed, or how exposed they really are. If that sounds familiar, you’re in the right place.

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What Does a Company Secretary Do?

The company secretary is the officer responsible for your company’s statutory administration. While the directors carry ultimate responsibility for compliance under the Companies Act 2014, the secretary plays a central role in making sure the day-to-day obligations are actually met.

In practice, this includes:

  • Filing annual returns (Form B1) with the Companies Registration Office (CRO) within 56 days of the company's Annual Return Date.

  • Maintaining statutory registers: the register of members, directors, secretaries, and beneficial owners.

  • Keeping minutes of board meetings and general meetings.

  • Ensuring the CRO is notified of any structural changes, such as director appointments, changes to the registered office, or share transfers.

  • Co-signing the annual return alongside a director (the same person cannot sign as both).

  • Coordinating with the Register of Beneficial Ownership (RBO) to ensure up-to-date filings.

It’s a quiet role when everything runs smoothly. But when it’s neglected, the consequences stack up fast.

Common Reasons Businesses Come to Us

The businesses that reach out to Kinore for company secretarial support tend to fall into a few familiar patterns. You might recognise yours.

  • You're a sole director and need a second officer. If your company has only one director, the law requires that the secretary be a different person or body corporate. You can't hold both roles. Many founders appoint a friend or family member to tick the box, only to realise later that no one is actually managing the obligations.

  • A deadline has already been missed. Perhaps a previous secretary didn't file on time, or you simply weren't aware of your Annual Return Date. The CRO has resumed involuntary strike-off enforcement after a multi-year pause, and companies with outstanding returns are now receiving 10-week notice letters. This is not something to sit on.

  • You don't know what your company is required to do. This is more common than most people think. Many directors are unaware of the statutory registers they're required to maintain, the filings that are due each year, or the new grounds for strike-off introduced by the Companies (Corporate Governance, Enforcement and Regulatory Provisions) Act 2024, which include having no current company secretary recorded at the CRO.

  • You've been managing it yourself and it's slipping. Between running the business and handling clients, company secretarial compliance ends up at the bottom of the list. Until it becomes urgent.

What Kinore Company Secretarial Maintenance Includes

When you hand company secretarial maintenance to Kinore, you’re not just outsourcing a task. You’re getting a structured, calendar-driven process managed by a qualified team that knows what’s due, when it’s due, and what changes in the regulatory landscape could affect your company.

Our ongoing maintenance service covers:

  • Annual return preparation and filing with the CRO, including coordination of financial statements where required.

  • Statutory register maintenance, ensuring your registers of members, directors, secretaries, and beneficial owners are accurate and up to date.

  • CRO correspondence and notifications, including change of directors, registered office, or company secretary details.

  • Registered office address, where required.

  • Board minutes coordination, supporting your governance obligations under the Act.

  • Proactive deadline monitoring, so your filings are prepared in advance rather than chased at the last minute.

  • Beneficial ownership register (RBO) compliance, a requirement that now carries strike-off consequences for non-filing.

You won’t need to remember what’s due or when. That’s our job.

What Happens If You Miss an Annual Return?

The penalties for late filing with the CRO are automatic and can escalate quickly:

  • A late filing penalty of €100 applies immediately after the 56-day filing deadline.

  • A daily penalty of €3 per day accrues for every subsequent day the return remains outstanding, up to a maximum of €1,200 per return.

  • Since 16 July 2025, small and micro companies that file late more than once in a five-year period will lose their audit exemption for the following two financial years, under Section 22 of the 2024 Act. The cost of a statutory audit, carried by the company, can run into thousands of euro.

  • A company that fails to file an annual return for one year may be subject to involuntary strike-off by the CRO. If struck off, the company ceases to exist as a legal entity, its assets become the property of the State, and former directors may face disqualification proceedings.

These are not theoretical risks. The CRO removes thousands of companies from the register each year. With enforcement now fully active again, the margin for error has narrowed considerably.

Accountancy and Company Secretarial Under One Roof

Many businesses use one firm for their accounts and another for company secretarial work. It’s a common setup, but it creates gaps. Deadlines for annual returns and financial statements are tightly linked: your financial statements must be made up to a date no more than nine months before your Annual Return Date, and the return itself must be filed within 56 days of that date. If your accountant and your company secretary aren’t coordinating, the risk of a late filing increases.

At Kinore, both services sit within the same team. Your annual accounts, your annual return, and your statutory obligations are managed in one place, by people who talk to each other every day. One point of contact. No gaps between disciplines.

This also means that when something changes in your business, whether it’s a new director, a share transfer, or a change of registered office, the people who need to act on it already know.

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Our Qualifications

Kinore’s company secretarial team holds qualifications from the Chartered Governance Institute (formerly the Institute of Chartered Secretaries and Administrators), the internationally recognised professional body for company secretaries and governance professionals. This isn’t general administration. It’s a specialist discipline that requires knowledge of Irish company law, CRO procedures, statutory governance, and the regulatory changes that affect your obligations year on year.

Combined with Kinore’s wider expertise as Chartered and Certified accountants, our company secretarial service sits within a firm that understands both the compliance and the commercial reality of running an Irish business.

Meet Your Company Secretary Maintenance Team

Talk to Us About Taking Company Secretarial Off Your Plate

Your company has obligations whether you’re across them or not. If you’re unsure what’s required, if you’ve missed a deadline, or if you simply want someone qualified to manage it properly, we should talk.

Book a quick call and we’ll walk you through exactly what’s needed. No jargon, no pressure. Just a clear picture of where your company stands and what needs to happen next.

Company Secretary Maintenance FAQs

What happens if I miss an annual return?

A late filing penalty of €100 applies the day after your 56-day filing deadline, followed by €3 per day up to a maximum of €1,200. Beyond the financial penalty, filing late more than once within five years (from 16 July 2025 onwards) will cost your company its audit exemption for two financial years. If no return is filed for a full year, the CRO can initiate involuntary strike-off proceedings, which would result in your company being dissolved and its assets transferring to the State.

Can Kinore act as my company secretary?

Yes. A body corporate can be appointed as company secretary under Irish company law, and many businesses choose a professional firm precisely because it provides continuity. If a staff member leaves or changes role, your compliance isn’t interrupted. For sole director companies, appointing Kinore also satisfies the legal requirement to have a secretary who is a different person (or entity) from the sole director.

What does the service cost?

Kinore’s company secretarial maintenance is provided as an annual service with a transparent fee. The exact cost depends on the complexity of your company structure, the number of filings involved, and whether additional services (such as a registered office address) are included. We’ll give you a clear quote upfront with no hidden charges. Get in touch for a tailored proposal.

What is included in ongoing maintenance?

Ongoing maintenance covers annual return preparation and filing, statutory register upkeep, CRO notifications for structural changes, beneficial ownership register compliance, board minutes coordination, and proactive deadline management. It’s designed so that you don’t need to track any of this yourself.

Do I actually need a company secretary?

Yes. Under Section 129 of the Companies Act 2014, every Irish-registered company must appoint a company secretary. This applies regardless of company size. If you’re a sole director, you cannot also act as secretary; you must appoint a different individual or a body corporate. Since December 2024, having no current company secretary recorded at the CRO is now a ground for involuntary strike-off of your company.

Business support solutions, when you need them.
Tom Francis FCA, Head of Accounting at Kinore Accountants.

Head of Accounting