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Practical tips: companies registration office updates

20 February 2017

Mandatory e-filing for certain submissions

From 1 June 2017, mandatory electronic filing will apply to the following submissions to the CRO:

  • Form B1: Annual Return (including financial statements and electronic payment)
  • Form B2: Change of registered office
  • Form B10: Change of director and/or secretary, or in their particulars
  • Form B73: Nomination of a new annual return date

It is important that those responsible for making CRO filings on behalf of a company familiarise themselves with the new online process ahead of this deadline.

End of Companies Act 2014 transition period

All existing private limited companies that did not convert on or before 30 November 2016 were automatically converted to a LTD by the CRO on 1 December 2016. For the companies that automatically converted to a LTD, the memorandum and articles of association on the public record are deemed to exclude the objects clause and any other provisions inconsistent with mandatory provisions of the Act. However, those provisions will not be physically redacted from the constitution as available on the CRO register, which may cause confusion.

In addition, for companies that automatically converted to a LTD the directors are now in breach of their obligations under the Act, although this breach does not carry any specific sanction.