Key Contacts: Patrick Butler – Company Secretary
With effect from 23 April 2023, the Companies Registration Office (the “CRO”) has confirmed that company directors of Irish companies will be required to provide their personal public service numbers (“PPSN”) or a verified identity number when making the following fillings:
- Form A1 – Incorporating a new company
- Form B1 – Filing an annual return
- Form B10 – Notice of change of director or their particulars
- Form B69 – Notice by a director that they have ceased to be a director where a company has not filed a B10.
The new requirement is being introduced to improve the accuracy and integrity of the information held by the CRO, and to reduce the risk of identity theft by introducing additional identity validation checks when submitting personal information regarding directors to the CRO.
Requirement for Non-Resident Directors:
If a director does not hold a PPSN, the director will be required to apply for an identity number, using a notarised Form VIF (Declaration as to Verification of Identity), to be submitted to the CRO.
One VIF application will suffice in respect of each director. Once an identity number is issued by the CRO, the director can use this assigned number to make future filings.
If a director has previously obtained a verification number as part of the Register of Beneficial Ownership (“RBO”) filing process (i.e., an “RBO number”), the director can continue to use their RBO number as their identity number for CRO filings too.
Under the new requirement, the CRO will verify the identity of directors by comparing their name, date of birth, and PPS number with the data held on the PPSN database of the Department of Social Protection (“DSP”).
The CRO will have the right to reject any submission should there be discrepancies between the information submitted and the information held by the DSP. Rejected submissions could result in late filing penalties and delays in meeting annual return or other filing dates.
Where DSP records need to be checked or amended, directors must do so themselves, as filing agents are unable to do so on their behalf.
Will the PPSN or identity number be publicly available/viewable?
A director’s PPSN, RBO number and / or identity number will only be used for identity validation purposes. It will not appear on the summary page of any CRO filing, be accessible on the public register, nor would it be accessible to any member of the CRO, and it will never be shared by the CRO with any third party. When the PPSN or identity number filed with the CRO has been validated, this data will be retained and stored securely by the CRO in an irreversible hashed and encrypted format.
Penalty For Non-Compliance
In accordance with Section 888A(2) of the Companies Act 2014, any person who, without just cause, fails to comply shall be guilty of a Category 4 offence and could result in a fine up to €5,000.