CAC Annual Returns FAQs

What is Annual Returns?

Annual returns refer to the yearly filings that a registered business entity is required to submit to the Corporate Affairs Commission (CAC). The Corporate Affairs Commission is responsible for regulating and overseeing the activities of registered businesses. The annual returns of a company provide updated information about the company’s registered office address, details of the company’s shareholders, statement of the company’s share capital, its turnover and net assets. These returns are important for maintaining the company’s legal status and ensuring compliance with regulatory requirements. Failure to submit annual returns may result in penalty, fines, or even the deregistration of the company.

How Can I file CAC Annual Returns?

 You will need an accreditedagent to file your annual returns on your behalf. Accredited agents are authorized and knowledgeable about the legal and procedural requirements, ensuring accurate and timely submissions to the Corporate Affairs Commission. Using an accredited agent can streamline the filing process, mitigate errors, and help businesses maintain compliance with regulations.

Who is Required to File Annual Returns?

 The requirement to file annual returns typically applies to all registered entities such as companies, business names, partnerships, incorporated trusties, and other legal entities that have been incorporated with the Corporate Affairs Commission.

What documents are required to file CAC Annual Returns?

 What are the requirements for filing annual returns with CAC? The specific documents required to file CAC annual returns vary depending on the type of entity you have (e.g. business name, company, NGO). However, here are some common documents that are often required when filing CAC annual returns:

• Completed Annual Returns Form: The Corporate Affairs Commission provides a specific form that needs to be filled out and submitted as part of the annual returns filing process. The form typically collects information about the entity’s operations, financial status, ownership, and management.
• Financial Statements: Depending on the type of your entity, you may need to include financial statements as part of your annual returns filing. These financial statements provide an overview of the entity’s financial performance and position during the past year.

Payment Receipt: Of course, you need to pay and attach the payment receipt of any filing fees associated with submitting annual returns. This is attached automatically when you file your annual returns and make the payment online on the CAC portal.

Is it mandatory to file CAC Annual Returns even if the company is not operational?

Yes. It is still mandatory to file CAC annual returns even if the company is not operational or has not conducted any business activities during the year. The rational behind this requirement is to ensure that the government and regulatory authorities have accurate and up-to-date information about the company’s status, ownership, and management, regardless of its operational activities. Even if the company is not operational, providing updated information about directors, shareholders, and other key details ensures transparency and accountability. Also, if the company becomes operational again in the future, having updated records and compliance with annual returns can make it easier to resume business activities.

What is the timeline for the filing of annual returns for business name?

Newly registered entities are exempted from filing annual returns within the first 18 months of incorporation. After this period, they are to file their annual return annually to the CAC. For older companies, the annual return is due no later than 42 days after its Annual General Meeting.

Business names are expected to file annual returns not later than 30 June of every year. Please note that annual returns are always filed on preceding year basis. For instance, you will file the annual returns for the year 2022 in the year 2023. You are not required to file annual return for the year of the registration of the business. If you register your business in the year 2021, you will not file annual return for the year 2021 but you will file for the year 2022. This means that your first annual returns will be due for filing in 2023. If you don’t want to pay penalty, you will need to file not later than 30 June 2023.

When Should Annual Returns be Filed for a Company?

Company and Allied Matters Act (CAMA) 2020 stipulates that the time for completion and delivery of annual return to the Corporate Affairs Commission should not be later than 42 days after the annual general meeting for the year. However, on the other hand, the CAC annual return form for companies specifies that the annual returns for companies must be delivered to the Commission within 14 days of the annual general meeting. In order to avoid unnecessary penalty, it may be safer to file the returns not later than 14 days after the annual general meeting of the company. Notwithstanding, the law allows companies to apply to the CAC for extension of time for the filing of their annual returns. This applies to small companies, private companies limited by shares (other than small), companies limited by guarantee, and public companies.

What is the deadline for filing annual returns with CAC for Incorporated Trustees?

Annual returns for incorporated trustees such as social clubs, charitable organizations, and churches, and mosques are to be filed between 30 June and 31 December for the preceding year. For instance, the annual return of an incorporated trustees for the year 2022 should be filed between 30 June and 31 December 2023. Failure to file the annual return within this period will attract penalty for late filing.

Where Do I Pay CAC Annual Return?

CAC annual returns is paid through Remita. When you file your annual return on CAC portal, you need to make payment before you finally submit the return. Upon clicking “Payment” a Remita invoice will be generated for the applicable filing fee. You can pay the online using your card. Alternatively, you can copy the Remita RRR and take to your bank to make the payment. You will need to quote the Remita RRR on the bank teller. You can also pay through your online banking platform. If you are using this method to pay, you also need to quote the Remita RRR. But in most cases, payments are made to the accredited agent who in turn makes the payment on your behalf while filing the annual returns online.

How much do you pay for annual return fee?

Annual returns fee that you will pay depends on the type of entity you are filing for. Annual return fee for a business name is N3,000 while that of limited partnership, limited liability partnership, small company, company limited by guarantee, and private company (other than small) is N5,000.  The annual return fee for a public company is N10,000. In case of late filing, business name and small company pays penalty of N5,000. On the other hand, limited partnership, limited liability partnership, company limited by guarantee, and private company (other than small) pay N10,000 for same. The penalty for late filing of annual return for public company is N25,000. In addition to annual filing fee and penalty for late filing, accredited agents charge for their services. The amount they charge varies as they charge based on their discretion.  

Annual returns usually take between 3 to 7 days to complete from the date of filing to the date the return is approved. However, if the annual return is queried, this might take a longer period.

I did not file my annual returns on time. Can Expy Multimedia help me?

Expy Multimedia can file your annual return for 25000 naira/year for Business Names and 35000 naira/year for Companies. These charges cover the actual cost of filing on the CAC portal, the fine for late filing and the professional service fees. Please fill out this short form.

How much is CAC status report?

The fee for obtaining CAC status report is N5,000.  CAC status report is newly introduced by the Corporate Affairs Commission to replace the CAC forms issued upon new registration or incorporation of business names, companies and incorporated trusties. Before you can open a bank account for your registered entity, banks usually request for the CAC status report of the business. Since CAC status report is a post incorporation service, you will need to file your annual returns up to date before you apply for the report so that the status can reflect that the entity is active.

How Often do I need to file CAC Annual Returns?

Annual returns is typically an annual requirement. The specific due date may vary depending on the entity, so it’s important to be aware of the applicable deadlines to avoid penalties for late filing.

Is there any difference between CAC annual returns and tax returns?

Yes, there is difference between CAC annual returns and tax returns. CAC annual returns are specific to maintaining an entity’s legal status and providing updates to the CAC registry, while tax returns are related to reporting income and financial information for the purpose of calculating and paying taxes to the government. Specifically, annual returns are filed with the Corporate Affairs Commission while tax returns are filed with Federal Inland Revenue Service and State Internal Revenue Service respectively. Both CAC annual returns and tax returns are important obligations that businesses must fulfil to remain compliant with legal and financial requirements. It has to be noted that while all registered entities are required to file annual returns and pay applicable annual returns fees, not all registered entity are required to file tax returns. For examples, NGOs such as associations, clubs, and charitable organizations are exempted from filing tax returns.

What are the consequences of not filing annual returns?

Some potential consequences of not filing CAC annual returns include the following:

• Penalties: One of the most common consequences of not filing annual returns is the imposition of penalties. These penalties can accumulate over time, thereby increasing the financial burden of the entity.
• Inactive Status: Failing to file annual returns may result in the entity losing its active status. This could lead to limitations on the entity’s ability to conduct business or open bank accounts.
• Inability to Access Services: Many government services and benefits, such as grants, loans, and certain business incentives, may require a business to be in compliance with its annual filing obligations. Non-compliance could lead to the business being ineligible for these benefits.
• Deregistration: In more severe cases, continued failure to file annual returns might result in the deregistration of the entity. This means that the entity would cease to exist as a legal entity and would no longer be able to operate.
• Negative Impact on Reputation: Non-compliance with annual return filing requirements can also harm a company’s reputation among customers, suppliers, partners, and investors.

Difficulties in Post-Incorporation Services: Lack of compliance with annual return filing requirements can make it challenging to engage in post-incorporation services with the Corporate Affairs Commission. Post-incorporation services among others include alteration of memorandum, change of company secretary, change in director, change in allotment of shares, change of name, change of registered address, conversion/re-registration of company, notice/change of person with significant control, notice of cessation of person with significant control, increase in issued capital, notice of change in particulars of director, notice of change in particulars of shareholders, reduction in share capital, request for letter of good standing, and certified true copy/certified extracts.

 

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