Establishing an Irish Base for a Travel Business's European Operations

Establishing an Irish Base for a Travel Business's European Operations

A travel business establishing its Irish base for European operations

Client

Business type: Travel services business

Location/market: Establishing an Irish base for European operations

Business activities: Reselling flights, hotels, tours and transfers through aggregator suppliers

Company structure: Irish-incorporated operating company

Directors: 3 directors

Director residency: All three directors are based outside the EEA

Challenge

A travel services business with a board based entirely outside the EEA wanted an Irish company as the base for its European operations. The business resells flights, hotels, tours and transfers sourced from aggregator suppliers.

With three directors and none resident in the EEA, the director-residence requirement had to be addressed before the company could be incorporated. The client had already identified this before contacting us, and also knew they would need an Irish registered office and a corporate company secretary, since there would be no local director to fill the role.

Challenge

WHAT WE DID

  • Confirmed that the proposed Irish structure and activities were appropriate for an Irish-incorporated operating company
  • Arranged the Section 137 bond, which addresses the director-residence requirement while leaving the founders in full control of their own board
  • Managed identity verification for all three directors
  • Incorporated the Irish company and filed the company’s beneficial ownership information with the RBO
  • Provided the registered office address, so that CRO and Revenue correspondence is received and dealt with here rather than forwarded abroad
  • Took on the company secretary role, handling the agreed statutory filing and company-secretarial obligations
  • Completed the Corporation Tax and other Revenue registrations required for the company’s activities

WHY IT MATTERED

A board with no EEA-resident director cannot simply proceed to incorporation. The work was in addressing that requirement without the founders giving up any control of their own board — and in making sure the Irish company had a genuine operating purpose behind it.

WHERE THEY ARE NOW

  • Operating an Irish company as the base for the group’s European activities
  • Registered office, company secretary, statutory filings and accounts handled from one place
  • Forti now handles the ongoing bookkeeping and annual compliance

FAQs for this case study

An Irish company generally needs at least one EEA-resident director. Where there is no EEA-resident director, a Section 137 bond can be used to satisfy the requirement, subject to the applicable conditions. Your board stays as you want it — no external director is appointed and nobody else gains a say in how the company is run.

The Section 137 bond is a prescribed €25,000 bond that provides security against certain company-law and tax fines and penalties. It is not a €25,000 cash deposit by the company. It is normally issued for a two-year period and needs to remain in force while the company relies on it to satisfy the director-residence requirement, subject to the applicable rules. We arrange it as part of the package and will contact you before renewal is due.

You need a registered office — a physical address in Ireland where CRO correspondence, formal notices and legal documents can be delivered. It does not have to be somewhere you work, and a PO box is not sufficient. We provide the address and deal with what arrives, which for an overseas board is usually the practical answer.

Yes, and for a board based entirely abroad it is usually the sensible choice. We act as company secretary for a number of clients in this position, handling the agreed statutory filing and company-secretarial obligations.

In many cases, yes — the incorporation itself is completed remotely. Identity verification requirements and third-party requirements can vary, though. Where a director has no Irish PPS number or existing RBO number, an identity declaration must be signed in person before an appropriate witness, normally arranged in the director’s own country. Banks and other third parties may have their own requirements.

Still have questions? 

If you’re facing financial and tax challenges or need support with business closure, Forti Accountants is here to help! Contact us today to ensure your bookkeeping and compliance are in good hands.
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