An Irish branch is an Irish establishment of a company incorporated abroad; it is generally not a separate legal entity from that overseas company. An Irish subsidiary is a separately incorporated Irish company, even when a foreign parent owns all its shares. Both can appear on CRO records, but their identity, liability, accounts and due-diligence questions are different.
Direct answer
A branch contract is normally with the overseas company operating through its Irish branch. A subsidiary contract is with the Irish-incorporated company itself. Match the contract to the correct registration number, review both Irish and home-state records for a branch, and never assume the parent is liable for a subsidiary without a legal basis such as a guarantee.
How to recognise each structure
Search the name and number shown on the proposed contract or invoice. A subsidiary usually appears as an Irish company type such as LTD or DAC with its own incorporation date and Irish company number. A branch record should identify an external company and connect it to the company incorporated outside the State.
Do not rely on a brand’s “Ireland” label. Marketing names can obscure whether you are dealing with a branch, subsidiary, distributor or unrelated licensee. Our guide to legal and trading names helps reconcile those labels.
Irish branch vs subsidiary at a glance
| Question | Irish branch | Irish subsidiary |
|---|---|---|
| Separate legal entity? | Generally no; part of the overseas company | Yes; an Irish-incorporated company |
| Registration | External company branch registered under Part 21 | Company incorporated under the applicable Irish company type |
| Liability | Obligations are generally those of the overseas company | Obligations generally belong to the subsidiary |
| Ownership | No branch shares; the overseas company operates the branch | Shares owned by parent or other shareholders |
| Constitution | Constitutional documents belong to the overseas company | Has its own Irish constitution |
| Accounts | External-company filing rules and home-state documents apply | Irish annual-return and financial-statement rules apply |
| Closure | Branch can close while overseas company continues | Company requires sale, strike-off, merger or winding-up route |
When an overseas company must register a branch
The CRO states that a company incorporated outside Ireland that establishes a branch in the State must register it within 30 days of establishment. Part 21 distinguishes filing treatment for EEA and non-EEA companies. A branch can cover multiple places of business where there is a unified management structure; separate registration can be required where places do not share that structure.
Branch registration is not the same as forming an Irish company. The branch number identifies the Irish registration, while the overseas company’s home-register number identifies the legal company. Both should be captured in due diligence.
Documents and disclosures to verify
- the overseas company’s exact name, legal form, home jurisdiction and registration number;
- the Irish branch name, number and address;
- persons authorised to represent the company or accept service in Ireland;
- the overseas constitutional documents and any amendments;
- home-state and Irish accounting documents required for the branch;
- changes to directors, representatives, branch address or winding-up position;
- the legal name and numbers printed on letters, order forms and contracts.
The CRO’s letterhead guidance describes information that external companies must show, including registration details and the relationship between company and branch names. A document that lists only a brand and Irish address may be insufficient to identify the counterparty.
Liability: the most important contract question
If the Irish operation is a branch, the foreign company is normally the contracting legal person. Analyse that company’s home jurisdiction, financial position, authority and enforceability. Irish branch assets may be limited even when the wider company is substantial.
If the operation is a subsidiary, the parent’s size or reputation does not automatically make it responsible for the subsidiary’s debts. Ask for a parent guarantee or other security when the subsidiary alone cannot support the exposure. Verify the guarantee’s corporate authority, governing law, execution and guarantor condition with legal advice.
Accounts are not directly comparable
An Irish subsidiary generally files its own annual return and applicable financial statements. A branch files under the external-company regime, often using accounting documents for the overseas company. Those accounts can cover operations far beyond Ireland and may use another currency, language or reporting framework.
Before calculating ratios, identify the reporting entity and period. Do not attribute the overseas company’s group revenue or employee number to the Irish branch. Equally, do not assume a small Irish subsidiary has access to all parent resources.
Tax and regulation are separate analyses
Branch versus subsidiary has important tax, employment, data, licensing and regulatory consequences, but CRO registration does not answer those questions. Tax residence, permanent establishment, transfer pricing, VAT and payroll depend on facts and current law. A regulated business must also hold the correct permission for the legal entity and service.
Use specialist Irish and home-state advisers before selecting or changing structure. This guide explains public company identity, not the most tax-efficient or legally appropriate route.
Due-diligence checklist for a branch
- Match the Irish branch and overseas company numbers.
- Obtain current home-register evidence and constitutional documents.
- Confirm authorised representatives and signing authority.
- Review Irish branch changes and home-company status.
- Analyse the overseas company’s current accounts and credit position.
- Check applicable Irish and home-state regulation.
- Confirm governing law, jurisdiction, service and enforcement terms.
- Monitor both records throughout the relationship.
Due-diligence checklist for a subsidiary
- Verify the Irish company and contracting authority.
- Map the parent and ownership chain using source documents.
- Review standalone and group accounts without mixing them.
- Inspect charges, guarantees and related-party balances.
- Ask whether the parent provides documented financial support.
- Obtain a properly drafted guarantee if required.
- Monitor the subsidiary’s own filings, directors and financial position.
For ownership research, see how to find an Irish company’s parent and subsidiaries.
Sources and editorial review
This guide was reviewed on 24 August 2026 using CRO guidance on registering an external company branch, post-registration requirements and external-company business disclosures, together with Part 21 of the Companies Act 2014. It is general information, not company-formation, tax or legal advice.