Filing annual returns and maintaining active corporate status with the Corporate Affairs Commission (CAC) in Nigeria is pivotal for every registered business entity.
Not only does it ensure compliance with regulatory requirements, it also signifies the continuity of your business operations.
Understanding the intricacies of this process is essential, whether you are handling it yourself or through an accredited agent.
Let us delve into the detailed procedures, requirements, and costs involved in filing annual returns and reactivating your corporate status with the CAC.
Filing Annual Returns: Essential Steps and Requirements
The filing of annual returns is governed by Sections 417 – 424 of the Companies and Allied Matters Act (CAMA) 2020.
The process begins with the completion of a standardised form, where specific information about your company is required.
Here is a breakdown of the crucial sections and the information you will need to provide:
- Company Details: Furnish details such as the company’s incorporation number, full name, financial year end date, principal business classification, and registered office address.
- Officers of the Company: List the company secretary and directors, including their names, addresses, phone numbers, and email addresses.
- Summary of Issued Share Capital and Debentures: Provide details on the class of shares, number of shares issued, aggregate nominal value, and total turnover and net assets for small companies.
- Persons with Significant Control (PSC):Disclose information about individuals or entities holding at least 5% of shares or interest in the company.
- Authentication: The form must be authorised by a director, secretary, or authorised officer of the company, along with the CAC accredited agent’s details.
- Submission of the Annual Return Form Online: The accredited agent will complete the form online, pay the filing fee, attach necessary documents, and submit it via the CAC portal.
Requirements for Filing Annual Returns:
- Completed Annual Return Form for Companies (online submission).
- Certified Copies of Accounts: Audited financial statements, except for small companies.
- Payment of Filing Fee: Fees vary based on company size and type.
Cost Summary for Filing Annual Returns:
Here’s the revised summary of costs for filing CAC annual returns in Nigeria:
| Type of Business | Business Name | Limited Partnership | Limited Liability Partnership | Small Company | Company (Ltd/Gte) | Private Company Other Than Small | Public Company |
| Annual Filing Fee | 3,000 | 5,000 | 5,000 | 5,000 | 5,000 | 5,000 | 10,000 |
| Penalty for Late Filing | 5,000 | 10,000 | 10,000 | 5,000 | 10,000 | 10,000 | 25,000 |
| TOTAL | 8,000 | 15,000 | 15,000 | 10,000 | 15,000 | 15,000 | 35,000 |
Reactivating Your Corporate Status: From Inactive to Active
If your company is listed as inactive on the CAC portal due to non-filing of annual returns, you must take prompt action to reactivate its status. Here is a step-by-step guide:
- Assessment of Outstanding Annual Returns: Calculate the total amount due, including penalties for late filing, based on the number of years overdue.
- Accessing CAC Portal and Filing: Log in to the CAC portal, locate your company profile, and initiate the annual returns filing process.
- Completion of Annual Returns Form: Provide accurate information and upload the required financial statements.
- Review, Submission, and Payment: Review the form, submit it, pay the filing fee, and upload the necessary documents.
- Acknowledgment and Status Update: Upon successful filing, receive an acknowledgment letter from the CAC, and your status will be updated from inactive to active. Though in most situation, you will be expected to write a letter to the Registrar General (RG) for reactivation of status and the letter must be accompanied with the Updated Annual Returns Acknowledgement Letters issued by the Commission.
Ensuring Compliance and Continuity
Failure to file annual returns can lead to the expiration of your CAC certificate and eventual deregistration of your company.
By fulfilling your regulatory obligations and maintaining active corporate status, you not only demonstrate your commitment to compliance but also ensure the ongoing validity and legitimacy of your business entity.
In conclusion, navigating the process of filing annual returns and reactivating your corporate status with the CAC is vital for the seamless operation and legal standing of your company in Nigeria.
Whether you opt for self-filing or enlist the assistance of an accredited agent, adherence to the prescribed procedures and requirements is paramount.
