Ireland: New Gender Balance Regulations for Irish Corporate Boards Now in Effect

Ireland has officially introduced the EU (Gender Balance on Boards of Certain Companies) Regulations 2025 (the “Regulations”), effective 30 May 2025. The Regulations implement EU Directive 2022/2381 on improving the gender balance among directors of listed companies.

The Regulations apply to companies which fulfil the following criteria:

• A company that employs more than 250 persons and has an annual turnover exceeding €50,000,000 or an annual balance sheet total exceeding €43 million;
• has a registered office in Ireland; and
• has shares traded on a regulated market in the EU.

These are classified as “in-scope” or “relevant listed companies.”

The key obligations of the Regulations are as follows:

• By 30 June 2026, at least 40% of non-executive directors must be from the underrepresented sex.
• Companies must set written, quantitative goals to increase gender balance among executive directors and detail steps taken to meet those goals.
• Recruitment for non-executive directors must follow objective, transparent criteria. In tie-break situations where candidates are equally qualified, preference should go to the underrepresented sex unless strong legal reasons justify otherwise.
• Unsuccessful candidates may request details on selection criteria. Shareholders and employees must also be informed about selection decisions.

There are also new reporting obligations.  With effect on 30 November 2026, in-scope companies will be required to annually report to the Irish Minister for Children, Disability and Equality on:

• Gender breakdown of board members
• Progress on meeting the 40% non-executive director target
• Efforts toward improving executive-level diversity
• Reasons for unmet targets and planned corrective actions

These reports must be published on the company’s website and included in their corporate governance statement which will be given to the Minister.  From 1 December 2027, companies failing to meet documentation or reporting obligations will be publicly named by the Minister.

If the 40% target isn’t met, companies must revise their selection process using documented, neutral criteria and must demonstrate compliance through annual reports starting in late 2026.  Preference rules in candidate selection must be recorded and justified where not followed.

In-scope businesses should now assess board composition, consider recruitment policies, and prepare for comprehensive reporting. With annual reviews and public accountability on the horizon, proactive steps are essential to meet the upcoming deadlines and legal standards.