Introduction
As of June 2017, the filing body in Ireland, the CRO has enforced Mandatory E-filing of all annual returns (B1s) and associated financial statements (accounts).
The B2 & B10 can also be filed online only since June 1st 2017.
B2 is used to update the registered office of a company.
B10 to note any change in director/secretary details.
Authoriser/Certifier
When electronically filing to the CRO there are two ways in which a form may be authorised:
1. By directors or company secretaries
2. By a nominated electronic filing agent (EFA)
The below workflow provides a high-level overview of the steps involved in getting GEMS ready for E-Filing to the CRO, including the pathways for both filing solely, using director/secretaries as authoriser/certifier or including the use of an EFA.
Entering Electronic Filing details in GEMS
Details for Electronic fling in GEMS are entered in the following area: Menu > System Management > Electronic Filing > Presenter; as shown below.
Please Note: Irish Business Rules need to be selected before starting
Presenter information will inform the CRO which organisation is filing from GEMS. When entering a new presenter, specific pieces of information must be provided. What is required in those fields is outlined below.
Identifier/Electronic Signature String
Please enter the presenter’s CORE account email address/username.
Authentication/Pin
Please enter the Password used for the presenter’s CORE account.
Digital Certificate File
This information is no longer required but will still appear on the B1 filing module on the Presenter tab, please enter the text “Not Required”
Reference = 1
Assigned to User(s)
Can be left blank
Default
Needs to be ticked to ensure the presenter information merges to the filing module when launched.
Please Note: The most commonly filed form is the B1 Annual Return. To authorise B1 annual returns as an EFA, a B77 must be filed first for each company.
If setting up to E-file B1s for 50 companies, 50 B77s must be filed first. Please see “How To: File a B77”.
Electronic Filing Agents
The CRO has put in place a system which allows most forms to be signed and filed wholly electronically. A company may authorise a person/company/business name to be its Electronic Filing Agent. If a company chooses to do this, the directors and secretaries of the company are not required to sign the annual returns.
What’s required to become an e-filing agent?
1. An account in credit with CRO
AND
2. File a Form J1A. When this form is processed, an electronic filing agent ID number will be sent out (This is the number that needs to appear on all B77 Forms)
3. Have a ROS electronic certificate downloaded (downloaded and saved to PC)
4. File a B77 form for every company for which E- filing is required.
Registering as an electronic filing agent
1. File a J1A form with the CRO to register to act as an E-Filing agent (EFA) J1A Form – Application to act as a statutory electronic filing agent, Ireland.
This form must be filed manually to the CRO.
It can be downloaded from https://www.cro.ie/
On the J1A form, a company, business name or person is nominated to act as an E-filing Agent for the organisation.
If the EFA is a company or business name, it can name individuals on the J1A who can sign forms on behalf of the organisation.
2. Receive an Electronic Filing Agent number from CRO.
The number is normally the company number if a company is chosen to be the E-filing agent followed by a suffix. There are 3 possible suffixes:
C for Company
B for Business Name
P for Person
For example if a company is nominated as an agent, the suffix will be C e.g. 25766C.
Please Note: To authorise B1 annual returns as an EFA, a B77 must be sent for every company that the EFA will be acting as authoriser. Prior to filing B77 forms, under the presenter section of system management in GEMS, the Identifier/Electronic Signature String should be updated with the Agent ID so the Agent ID is merged to all B77 forms. This Agent ID is provided once the J1A has been filed and confirmed as registered by the CRO.
After filing J1A forms, please return the Identifier/Electronic Signature String field in Gems to the CRO ID as this will be needed by the CRO when billing B1 forms.
ROS (Revenue Online Service) Electronic Certificate
ROS electronic signatures can be used to sign and authorise electronic forms.
An EFA can sign a B1 (annual return) form on behalf of a company using ROS once they have been authorised by the company to do so on the J1A form. It is only possible for Electronic Filing Agents (EFAs) to sign a B1 using a ROS electronic signature.
Financial Statements
Please Note: Where the B1 form is being signed by an EFA, the financial statements must be certified separately by a Director and Secretary using a Financial Statement Certification sheet which must be attached to the B1 when delivering the annual return to the CRO.
An Electronic Filing Agent (EFA) cannot certify the financial statements of a company. The 2014 Companies Act requires that the financial statements must be certified by a Director and Secretary of the company.
Choosing an Authoriser in GEMS
When selecting an authorizer in certain instances either an EFA (Electronic Filing Agent) may have been nominated, or a
Director and Company Secretary will be selected.
The Authoriser checkbox within any director or secretary record is never selected by default on the filing module.
If the Agent is not going to be the Authoriser, please make sure that in the Electronic Filing Agent tab on the filing module, the “Authoriser” checkbox is unticked. Then tick the “Authoriser” checkbox on 1 director and 1 secretary record in the Director and Secretary tabs on the filing module.
If selecting ROS certificates as the authorizing method please ensure an email address is provided to receive the URL link from the CRO. Email addresses may be added manually in the filing module each time a filing is required, or added within GEMS in the below locations to save time.
Director/ Secretary as Authoriser
If the same Director or Company Secretaries will be authorising filings regularly, an email address should be saved to that entity record in GEMS. This will allow GEMS to auto populate the field with the details. To add an email address on the entities record click View More Details > Communication then add a new communication with the communication type “Email”.
Please Note: The above applies to both Person and Non-Affiliate (corporate appointment) records.
Authorising/Certifying Irish Forms:
|
No of Authorisers/Certifiers required |
Signature method |
B77 |
1 certifier. Must be a director or secretary. |
Signature page or ROS Certificate |
B1 |
1 if the EFA is the Authoriser. 2 if a director and secretary are the authoriser (s). |
If Director and secretary are the authorisers, the signature method can be ROS or Signature page. If the EFA is authoriser, the signature method can only be ROS |
B10 |
1 certifier. Can be any company officer e.g. a director or Secretary. |
Signature page or ROS Certificate |
B2 |
1 certifier. Can be any company officer e.g. a director or Secretary. |
Signature page or ROS Certificate |