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Replacement company documents

Replacement company documents in Ireland, lost certificate or constitution?

Lost the certificate of incorporation, mislaid the constitution, or a bank abroad wants a letter of good standing? Most company documents can be replaced. Which route you take depends on who issued the document in the first place.

Documents we can help replace

  • Certificate of incorporationProof the company exists.
  • Company constitutionThe rulebook filed with the CRO.
  • Certificate of good standingA CRO letter of status.
  • Certificate of incumbencyWho the current officers are.
Know what you hold

What is on a certificate of incorporation

The CRO issues one when the company is formed. Here is what it shows.

SAMPLE LAYOUT

Certificate of Incorporation

1Company nameEXAMPLE COMPANY LIMITED
2Company number000000
3Date of incorporationDay Month Year
4Company typePrivate company limited by shares
1
Company nameMust match the register exactly, including the ending. Replacement copies carry the same name.
2
Company numberThe number the CRO gave the company. It never changes, even if you change the name.
3
Date of incorporationThe day the company legally came into being. Banks and lenders rely on it.
4
Company typeLTD, DAC, CLG, PLC or ULC. A copy shows the type at the time it was issued.
Three documents, three sources

Who issues what

FROM THE CRO

Certificate of incorporation

  • What it provesThe company exists and when it was formed
  • How to get itCertified copy requested from the CRO
  • Typical useBank accounts, finance, due diligence
Choose this if the original is lost or damaged.
FROM THE CRO

Certificate of good standing

  • What it provesThe company is on the register and its filings are up to date
  • How to get itLetter of status requested from the CRO
  • Typical useOverseas banks, tenders, contracts abroad
Choose this when a foreign party wants current status.
FROM YOUR OWN RECORDS

Certificate of incumbency

  • What it provesWho the current directors, secretary and shareholders are
  • How to get itPrepared from your registers and signed by an officer
  • Typical useBanking, powers of attorney, overseas filings
Choose this to show who can act for the company.
Your situation

Which route do you need?

1
Is the company currently on the register?If it was struck off, restore it first.
Yes: order copiesNo: restore first
2
Is it for use in Ireland?Domestic banks usually accept ordinary certified copies.
Yes: certified copyNo: check for an apostille
3
Do you need the constitution as well?A copy of the version on file at the CRO.
Yes: add itNo: skip
4
Are you the director?Otherwise, written authority from the company helps.
Yes: straightforwardNo: bring authority
Using documents abroad

The apostille question

ApostilleA certification that lets a document be used in countries that accept it. For Irish public documents it is issued by the Department of Foreign Affairs.
Accepting countriesMany countries accept an apostille alone.
Extra stepsSome ask for legalisation or translation as well.
Plan aheadIt adds a step, so allow time.
Tell us the countryWe will check what that country wants.
Before you start

What to have ready

Company name and CRO numberIf you only have the name, we can find the number.
Which documents you needAnd whether you need certified copies.
Who is askingSo we can match the format they expect.
Where it will be usedIreland, the EU or further afield.
Written authorityIf you are not a director.
A delivery addressEmail, post or courier.
Why people ask

The usual reasons

Banks and lendersThey want proof the company exists before opening accounts or lending.
Sales and investmentDue diligence starts with the incorporation papers and the constitution.
Overseas filingsForeign registries and banks often want certified or apostilled copies.
Quick answers

Questions about replacing company documents

Can I replace a lost certificate of incorporation?

Yes. A certified copy can be requested from the CRO using the company name and number.

Is a certified copy as good as the original?

For almost all purposes, yes. It is issued by the CRO and carries its authority.

What is a certificate of good standing?

A CRO letter confirming the company is on the register and up to date with its filings. Overseas parties often ask for it.

Does the CRO issue a certificate of incumbency?

No. It is prepared from the company's own registers and signed by an officer, so we can produce it for you.

Can I get a copy of the constitution?

Yes. The CRO holds the version filed. If you have amended it, the latest filed version is the one to request.

What if the company has been struck off?

It generally needs to be restored to the register first, either through the CRO or the court. Restoration is only available for a limited time.

Can I order documents if I live abroad?

Yes. Digital copies can be emailed and originals couriered. Tell us where they will be used.

Do I need an apostille?

Only if the destination country requires one. Tell us the country and we will check.

Keep reading

Related guides

Lost a company document?

Send us the company name and tell us which document you need. We will tell you the quickest route.