A digital marketing agency can sell strategy, advertising management, content, SEO, email, social media, design or analytics. An Irish LTD gives the business a contracting entity and defined ownership, but the profitable part depends on scope, client acquisition, account control, data protection and delivery capacity.
This guide helps founders build those decisions into the formation. It is general information rather than legal, tax, advertising or data-protection advice. Regulated client industries and international campaigns can require specialist review.
Sell a defined outcome and scope—not unlimited access
A vague monthly retainer invites unpriced revisions, channels and meetings. State deliverables, inputs, approval times, media spend, reporting, exclusions and change control so the team can deliver consistently and the client can judge performance fairly.
Choose the agency model and niche
Decide whether the agency is full-service or specialises in one channel, market or client type. Define the ideal customer, buying problem, minimum engagement and work the agency will not accept. Specialisation can simplify proof, process, staffing and pricing.
Choose between projects, monthly retainers, performance-linked fees or a hybrid. Performance pricing requires precise attribution, data access, exclusions and limits; it should not promise a commercial result the agency cannot control.
Form the Irish agency company
Co-founders should agree decision-making, client ownership, work contributed, vesting or departure terms and ownership of pre-existing methods before issuing shares. Incorporation does not automatically transfer a founder's domain, portfolio or client contract to the company.
- Choose an acceptable company name and LTD constitution.
- Provide an Irish physical registered office.
- Appoint at least one adult director and a company secretary.
- Use a separate secretary for a sole-director company.
- Meet the EEA-resident director rule or an available alternative.
- Record founders, issued shares and beneficial owners accurately.
- Complete PPSN or applicable CRO identity and IPN requirements.
- Use a specific marketing, advertising or consultancy activity description.
Write a robust agency agreement
Define strategy, channels, deliverables, timelines, client dependencies, revisions, approval, meetings, reporting, fees, expenses and termination. Separate agency fees from advertising spend and software. State who contracts with platforms and who bears third-party price changes.
Include confidentiality, data protection, intellectual property, portfolio rights, claims approval, liability and handover. Avoid guaranteeing rankings, account approval or revenue. Regulated claims in health, finance, alcohol, gambling or other sectors need client and specialist approval.
Keep client ownership of platform assets clear
Record ownership of domains, analytics, pixels, tag managers, ad accounts, audiences, creative files and CRM data. Client-owned accounts with named agency permissions often produce a cleaner exit than accounts held entirely under an employee's personal login.
Use multi-factor authentication, role-based access, a password manager and an offboarding checklist. Do not retain access after the contract ends or hold assets hostage during a fee dispute. Keep evidence of approved spend and changes.
Follow direct-marketing and GDPR rules
The Data Protection Commission says the general rule for electronic direct marketing is affirmative consent. People also have the right to object at any time. The existing-customer exception is limited to the seller's own similar product or service and requires a clear opportunity to object at collection and in each message, plus timing conditions.
Read the DPC's direct-marketing guidance. The agency and client should define controller and processor roles, lawful data sources, suppression lists, consent evidence, retention and response to rights requests. A purchased list is not automatically lawful.
VAT and international clients
Revenue currently lists a EUR42,500 VAT threshold for services-only businesses, subject to its detailed rules. Under the general place-of-supply rule, ordinary B2B services are usually supplied where the business customer is established, but evidence and exceptions matter. Irish consumer work and services received from overseas platforms can produce different obligations.
Ask an accountant to map Irish, EU and non-EU clients before invoicing. The invoice description, customer VAT validation and business-location evidence should support the treatment. Do not assume an overseas email address is proof that no Irish VAT applies.
Build delivery capacity and margins
Separate founder sales time from delivery capacity. Track hours and external costs by client even when billing a fixed retainer. Gross margin should fund management, sales, tools, training, leave, rework and quiet periods—not merely pay the person completing the task.
Use written employment or subcontractor agreements, including confidentiality and IP terms. A contractor label does not decide employment status. Register payroll before paying employees or directors and maintain a documented review and approval process for published work.
Digital agency launch checklist
StartCompany.ie can prepare the LTD while your legal and tax advisers review the service model. Compare formation packages or tell us where the founders and directors live to identify the setup route.
- Choose a niche, core offer, customer profile and minimum engagement.
- Agree founder ownership and incorporate the Irish LTD.
- Transfer domains, templates and existing client work where appropriate.
- Prepare a scoped agency agreement and change-control process.
- Create client-owned platform access, security and handover standards.
- Document GDPR, direct-marketing and claim-approval responsibilities.
- Register applicable tax, VAT and employer payroll obligations.
- Track client margin, capacity, cash collection and recurring renewals.