Is your audit firm compliant with the UK Audit Regulations provisions impacting eligibility for UK audit registration? Firms holding UK audit registration are reminded of the requirement to comply with certain provisions of the UK Audit Regulations by 1 April 2025.   These are important provisions relevant to a firm’s eligibility for UK audit registration.  As previously notified to firms, the UK Audit Regulations published in October 2024, include updates to improve alignment with the UK Companies Act 2006 and the FRC Eligibility Criteria.  The definitions of ‘majority’ and ‘voting rights’ for the purposes of determining the control of an audit firm were clarified, and related guidance expanded.  Audit firms with UK registration may be affected where a ‘super-majority’ (more than 50%) is required for certain decisions of the firm to take effect.  To summarise, decisions on all matters that direct the overall policy of the firm or alter its constitution need to be controlled by qualified persons.  If your firm has matters in its constitution that specify a higher than simple majority (50%), then qualified persons must hold the specified ‘super-majority’ (more than 50%).  In addition, if your firm is a limited company, it must also ensure that specific matters that require special resolution approval under company legislation (i.e., by a majority of not less than 75%) are controlled by qualified persons.  These matters will typically affect the firm’s constitution e.g. change of company name, amending the Articles of Association/Constitution, winding up of the firm, reduction in share capital etc.  As such, firms that are limited companies will need to ensure they have sufficient qualified persons to approve any decisions that require a special resolution to be passed.  A limited company firm may be able to include provisions in its Articles of Association/Constitution to deprive a certain class/type of shareholders of the right to vote in certain circumstances.  The Institute advises limited company firms, with audit registration in the UK, to obtain legal advice on whether changes are needed to their Articles of Association/Constitution to ensure qualified persons hold a majority of voting rights. The UK Audit Regulations are issued jointly by Chartered Accountants Ireland, the Institute of Chartered Accountants in England and Wales (ICAEW) and the Institute of Chartered Accountants of Scotland (ICAS).  While the UK Audit Regulations were revised with effect from 1 October 2024, a transition period of 6 months was incorporated so that these particular rules take effect from 1 April 2025.  This transition period allowed a period of time for firms to effect necessary governance changes.  Firms are reminded of the requirement to inform the Institute promptly in relation to changes to the firm’s structure, ownership or constitution in accordance with Audit Regulation 2.11. ICAEW has published some useful FAQs in relation to the UK Audit Regulations and eligibility criteria.     The FRC issued a position paper in this regard in August 2024.   The Firms with any questions about the application of these revised definitions to their firm should contact the Institute at authorisations@charteredaccountants.ie.

In recent months the Institute has approved certain Institute Registered Auditors (audit firms), and responsible individuals (RIs) at those firms, to carry out sustainability assurance engagements in Ireland, pursuant to the EU Corporate Sustainability Reporting Directive (CSRD) as transposed into Irish law.  These are referred to as ‘approved firms’ and sustainability assurance service providers (SASPs) respectively.   The recent Omnibus proposals from the EU Commission have created uncertainty over the scope of the CSRD going forward.  Audit firms should be alert to these emerging developments when considering whether and/or when to seek approval to carry out sustainability assurance engagements.  Transitional (‘grandfathering’) arrangements for SASP approval The EU Omnibus package does not include proposals to directly change the transitional (‘grandfathering’) arrangements for SASP approval. Therefore, it remains the case that an individual approved as a RI in Ireland before 1 January 2026 can avail of transitional arrangements when applying for approval as a SASP.   Under those transitional arrangements a RI is eligible for SASP status if he/she undertakes a minimum of 60 hours of CPD in the relevant subjects.   Note that a RI who is approved as RI in Ireland before 1 January 2026 does not have to apply for SASP status before 1 January 2026 to be eligible to avail of the transitional arrangements described above.  A person approved as RI on/after 1 January 2026 who applies for SASP status will be required, by law, to complete an examination and 8 months relevant practical experience to gain the sustainability assurance qualification. Eligibility for approval to carry out sustainability assurance engagements The eligibility criteria for SASP and firm approval are set out in the Institute’s Audit Regulations (incorporating assurance under CSRD) and Guidance, Ireland (the Audit Regulations).   The Institute has prepared FAQs to provide information for audit firms and RIs considering applying for approval to carry out sustainability assurance engagements. For audit firms who do wish to apply for approval at this time, the audit compliance principal can start the application process by contacting sasp-applications@charteredaccountants.ie to request the relevant application forms.    When an audit firm first applies for approval to carry out sustainability assurance engagements at least one RI at the firm must also submit an application for approval as a SASP. Ongoing obligations of approved firms and SASPs Once approved to carry out sustainability assurance engagements, an approved firm and SASP have ongoing obligations in relation to SASP CPD, compliance with relevant provisions of the Audit Regulations and annual regulatory fees relating to sustainability assurance approved status.  Regulatory Fees It is necessary for the Institute to collect regulatory fees to fund the Institute’s work in providing a robust regulatory framework for approved firms and SASPs.  Each application for SASP status is subject to an approval fee.  From 2026, ongoing annual regulatory fees will also be payable by approved firms. Applications for RI status in 2025 An applicant for SASP status must be a RI in Ireland.  As outlined above, an applicant who is approved as RI before 1 January 2026 can avail of transitional arrangements when applying for SASP status (even where that SASP application is made at a date after 1 January 2026).  If an audit firm wishes to designate new RI(s) during 2025 with the intention of ensuring that the RI status of that person is approved by the Institute before 1 January 2026, the firm is advised to submit application(s) for RI status to the Institute as soon as possible, and at the latest by   1 August 2025.    Early application allows time, in most cases, for assessment of the application by the Institute, including where necessary, consideration by the Quality Assurance Committee, before the end of 2025. The Professional Standards Department cannot provide guaranteed timelines for consideration and approval of RI applications as time required depends on the nature of the application.  Complex or incomplete applications for RI status may take longer to process than well-presented, detailed applications which clearly demonstrate an applicant’s competence and experience.  While the transitional arrangements for SASP status may encourage some firms to consider appointing more RIs during 2025 than might otherwise have been intended by the firm, firms are reminded that only appropriately qualified and experienced individuals can be granted RI status in accordance with the Institute’s Audit Regulations. Application forms for RI status are available on the Institute’s website.  Queries regarding RI applications can be directed to authorisations@charteredaccountants.ie.

If your firm wishes to file information at Companies House on behalf of clients or if you plan to verify the identity of certain individuals, you will need to register to be an Authorised Corporate Service Provider. Click here for more information.