
by Niamh NicGhabhann
originally published at http://niamhnicghabhann.tumblr.com/
Together with a group of colleagues from the UCD School of History and Archives, I founded Stair: An Irish Public History Company Ltd. which is a NovaUCD campus company. Stair is a private limited company, which aims to provide project management and content research and delivery for a range of history and heritage projects. The logo above was designed by the very talented Fiona Byrne, and is based on the beautiful curving shape of Gallarus Oratory! While the founding directors have core areas of expertise, one of the founding aims of Stair is to be able to subcontract work to graduate researchers who we know would be best placed to work on particular projects. We act as a kind of matchmaking service, connecting the right researcher with the right project, and providing the limited company structure for contracts, tax and limited liability.
Setting up the company has been a slow process, even with the valuable supports provided by NovaUCD, which included sessions with advisers and the legal advice around the set-up from Nova partners, Arthur Cox. No company set-up is the same, but I thought it might be useful to share some aspects of our experience of the process…
It is relatively easy to set up a company, but this does not mean that maintaining it will be easy. You will need to file regular reports with the CRO, and failure to do so will result in fines. You will also need to register for corporation tax and VAT if it is necessary for your company. We leaned in to the Wicklow Revenue Office, who have been very helpful and willing to pick up the phone and talk us through various forms as we went through the process. You will also need to set up your bank account in order to be able to pay your VAT returns. Again, failure to do so promptly will result in trouble with the Revenue – not what any new company needs to deal with!
These might seem like fairly trivial and obvious things to someone with some business experience, but in my experience, these are the kinds of issues that may scupper a project from the outset. The complexity is compounded by the fact that they are all dealt with by different agencies. I haven’t been able to find a centralized guide which covers all of the key legal requirements for a new company (all suggestions welcome - maybe I am just looking in the wrong place!) An easy-to-follow guide to legal and tax compliance issues which combines all of these key return dates would be a great help for start-ups coming from non-traditional areas such as humanities research. At many of the university commercialization events that I have been at, there has been an assumption that enough venture capital will initially be raised to be able to hire an accountant to work on such filing and returns. While this might be the case for tech companies, it’s not so for humanities start-up that are literally operating on good will and entrepreneurial spirit until some shekels roll into the bank. Some work WILL need to be done by a registered accountant, but not everything, and they are very expensive. This is shoestring stuff, and a practical calendar of key dates and filing requirements and would be very welcome.
A comprehensive list of what must legally be done by an accountant and when would also be very useful.
Following on from this, it would be great to have a clear set of guidelines about an exit strategy for one or all of the directors – what happens when you want to wind up the company, or when someone wants to leave, and how to manage this to avoid mess down the line.
Things that will really help – talk to your revenue office. They are really helpful and will give you a lot of one-to-one help when filling out forms etc. I’d also really recommend getting in touch with your local authority enterprise board. They run talks, courses which are very affordable, and will also arrange mentoring services which are extremely useful. They also run networking events – we have had experience with both the Wicklow County Enterprise Board and the equivalent in Dun Laoghaire, and have found them both very proactive and helpful, regardless of the business type.
Tip - pay attention to your company governance structures. One downside of setting up with a big agency was being given a standard memorandum and articles of association without working on them among ourselves. While this seemed time-saving and prudent at first, we now need to go back and address them to make sure that they fit out particular needs and fit our company structure. Also, take minutes from all meetings, print them and sign them, and then put them in a file with any other company documents, such as your certificate of incorporation, tax clearance certificate, any shareholding agreements (as we had from Nova UCD), copies of the Memorandum and Articles of Association, PPS and addresses of all company directors, bank details, a calendar of key dates for filing returns and the due date of your accounts. This will be your company ‘home’ when it actually lives out of a bag, a train table or a desk somewhere, and will help you to avoid time-consuming searching for essential documents.
We have just started work on our first successful e-tender bid, which I will blog about in more detail at a later stage. Overall, I feel that there is real potential for start-ups and companies in this area, but that there does need to be some investment in supporting their own particular needs – they are not the same as IT, engineering or medical start-ups, and require some different supports. In some cases, humanities start-up people might need less help in writing pitches, but more help in sorting out accounting procedures and tax returns (this is a huge generalization based on a sample group of one – me!) The potential is there, and it would be fantastic to see some practical supports being developed specifically to support this sector.
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