Step-by-Step Guide to Filing Annual Returns Without a Credited Agent in Nigeria
Filing annual returns with the Corporate Affairs Commission (CAC) in Nigeria is a straightforward process that can be done online or manually. It ensures that your company remains compliant with Nigerian laws. Here’s a detailed guide to help you file without an agent.
1. Understand the Legal Requirements for Filing Annual Returns
The Companies and Allied Matters Act (CAMA) 2020 mandates companies registered in Nigeria to file annual returns to the CAC to maintain their legal status. Key points to note:
- Filing Deadline:
Companies must file annual returns no later than 42 days after the company’s financial year-end. Most companies set December 31 as the financial year-end. - Purpose of Annual Returns:
Filing ensures that the company’s information (officers, registered office, shareholding) is up-to-date with the CAC. - Penalties for Non-Compliance:
Late or non-filing may result in:- Fines: Up to ₦5,000 for each year of default.
- Risk of deregistration or suspension of business.
- Legal actions against the company and directors.
2. Documents and Information Required
Before filing, gather the following documents:
- Company Information:
- Company Name: As registered with the CAC.
- Registration Number (RC Number): Unique number issued by the CAC.
- Business Address: Current registered business location.
- Company Officers:
- Names, addresses, and positions of all directors and secretaries.
- Update or remove officers as necessary.
- Share Capital and Shareholders:
- Number of issued shares and types of shares (e.g., ordinary shares).
- Shareholder details (names, addresses, and number of shares held).
- Any changes in shareholding during the year.
- Financial Records:
- Balance Sheet (showing assets, liabilities, and equity).
- Income Statement (showing revenue, expenses, and net profit/loss).
- Cash Flow Statement (if required).
Note: Small companies may not need to submit detailed financial records.
3. Visit the Official CAC Website
The CAC provides an online portal for annual return filings. Follow these steps:
Steps to Access the Portal
- Visit the Corporate Affairs Commission (CAC) website:
www.cac.gov.ng - Log In / Create an Account:
- If you already have an account, log in with your credentials.
- If you’re new, create an account by providing your company’s RC Number, Tax Identification Number (TIN), and director information for verification.
- Navigate to the “File Annual Return” section.
4. Filling Out the Annual Return Form
Fill the form step-by-step:
A. Company Details:
- Confirm the company name and RC Number.
- Verify or update the registered office address.
B. Directors and Officers:
- List all directors and their residential addresses.
- Provide the secretary’s name (if applicable).
- Update or remove directors as necessary (you may need board resolutions for changes).
C. Share Capital and Shareholders:
- Provide details of the share capital:
- Total shares issued (e.g., 1,000,000 ordinary shares at ₦1 each).
- Shareholding structure (e.g., Shareholder A holds 50% of shares).
D. Financial Information:
- Enter the company’s total assets, liabilities, revenue, and net profit.
E. Confirm Changes:
Confirm any changes made to directors, shareholders, or share capital.
5. Submit the Form and Pay Filing Fees
Once all information is filled, review for accuracy. Submit the completed form online or manually at a CAC office.
Filing Fees:
The CAC charges the following fees for annual returns:
- Private Companies: ₦5,000 per year.
- Public Companies: ₦10,000 per year.
- Limited Liability Partnerships (LLPs): ₦5,000 per year.
- Business Names: ₦3,000 per year.
Payment Methods:
You can pay using:
- Debit/Credit Cards (online payment).
- Bank transfer (for manual filing).
Always obtain a receipt or payment confirmation for your records.
6. Obtain a Confirmation
After successful submission and payment, you will receive a confirmation reference number or acknowledgment.
For Online Filings:
- You will receive an electronic confirmation via email.
- Download and save the acknowledgment for your records.
For Manual Filings:
- You will be issued a stamped confirmation receipt at the CAC office.
7. Update Internal Records
After filing, update the company’s records to reflect any changes made (e.g., new directors or updated shareholder information).
Common Errors and How to Avoid Them
- Incorrect Information: Ensure all director and shareholder details are accurate.
- Late Filing: File before the 42-day deadline to avoid fines.
- Incomplete Financials: Submit accurate and signed financial records if required.
Conclusion
Filing annual returns without an agent in Nigeria is simple if you follow the steps above. Ensure you submit accurate information, pay the appropriate fees, and file on time to maintain good standing with the Corporate Affairs Commission (CAC). For more details or support, visit the official CAC website or contact their customer service.
