The requirement for all Directors of Irish companies to provide their PPSN to the Registrar of Companies is expected to be implemented by the Companies Registration Office (CRO) towards the end of Q1 2023.
All Irish companies and presenters need to prepare for the new disclosure requirements.
As highlighted in an earlier article, Section 35 of the Companies (Corporate Enforcement Authority) Act 2021 contains a provision requiring all Directors of Irish companies to provide their personal public service number (PPSN) when:
• Incorporating a new company (CRO Form A1).
• Filing an annual return (CRO Form B1).
• Notifying a change of director (CRO Form B10).
The purpose of the new disclosure requirement is to reduce the risk of identity theft by introducing additional identity validation checks when submitting personal information relating to Directors to the CRO.
Under the new regime, Directors will be identifiable in the online filing platform by their unique PPSN. This is instead of by their name, address and date of birth, which can often lead to multiple records, if slight variations of a Director’s details are filed with the CRO under different submissions.
A Director’s unique PPSN will be used for identity validation purposes and will not be available on the public register. The CRO will not be able to view the PPSN, which will avoid any opportunity for identity theft. But if a PPSN does not match the PPSN held at the Department of Employment and Social Protection (DEASP), it may result in the submission being rejected.
New measures will be introduced by the CRO for non-resident Directors who do not have a PPSN, which will involve applying for a unique identification number.
The procedure for applying for this unique identification number has yet to be agreed and a working group has been established to consider the next steps.
Companies and filing agents should take steps to ensure that all PPSNs will be available and that the Director’s name matches the record held by the in respect of that PPSN.
The CRO will reject submissions where the date of birth and PPSN does not match the information held at the DEASP. Slight variations in Director’s names will be accepted to a certain extent.
To avoid any material discrepancies and delays with filing incorporations, annual returns or changes to company officers, Directors should act now to ensure that the information held at the DEASP is consistent with the information held at the CRO.
If you require assistance or advice in relation to any of the above matters, please contact our experienced Company Secretarial and Corporate Governance team.
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