Everything you need to know about filing your annual returns in Nigeria
Just like individuals have a responsibility to pay taxes, businesses registered in Nigeria are obligated to file their annual returns with the Corporate Affairs Commission (CAC) every year.
To make filing your annual returns a breeze, we’ve put together a step-by-step guide that explains what you need, how much it costs, and how to submit them to the Corporate Affairs Commission (CAC).
What does it mean to file your annual returns?
A common misconception among business owners is that annual returns filing in Nigeria is the same as paying taxes. However, this is not the case.
Annual returns and tax filing are two distinct processes that serve different purposes. You can think of filing annual returns as submitting a yearly report card to the government to let them know your business is still active.
A typical annual return form requires you to provide information on:
- Changes in your company’s share capital
- Details of your company’s directors, shareholders, and secretary
- Your company’s registered address
- Details of the company’s charges (if applicable)
- A statement of the company’s affairs (including assets and liabilities)
In a nutshell, annual returns must be filed with the CAC each year, and the submission is mandatory for every registered business entity, whether it’s a business name, private limited company, limited liability company, or non-governmental organisation (NGO) in Nigeria.
When do I need to file my annual return?
Every business in Nigeria, except for single-shareholder companies, is required to file their returns every year. Newly incorporated companies have a grace period of 18 months, while sole proprietorships or businesses operating under a registered name have a 12-month grace period.
The timeline for filing depends on the type of business you’re running. Here’s a breakdown to help you stay on top of things:
| Business Type | Annual Returns Filing Deadline |
| Sole Proprietorship | On or before the 30th of June every year |
| Business Name | On or before the 30th of June every year |
| Small Business (Annual turnover less than 120 million naira) | On or before the 30th of June every year |
| Limited Liability Companies | Within 42 days after the annual general meeting for the year |
| Public Companies (Listed on the Nigerian Stock Exchange) | Within 42 days after the annual general meeting for the year |
| Incorporated Trustees (NGOs, Charitable organizations, religious organizations, etc) | Anytime between the 30th of June and the 31st of December each year, excluding the year of incorporation. |
Meeting these deadlines is important to ensure compliance with regulatory requirements and maintain the smooth operation of your business. So, mark your calendar and stay on top of your filing responsibilities.
Why do I need to file my annual returns
It’s super important for businesses in Nigeria to file their annual returns with the Corporate Affairs Commission (CAC). Here are 4 reasons why it’s more than a routine task:
- Maintaining Active Business Status: Think of filing annual returns like giving a regular check-in to the CAC, showing them that your business is alive and doing well. If you don’t file your returns, your company could be taken off the list of active businesses, basically making it legally inactive thus making running your business illegal.
- Keeping Up-to-Date Company Information: Annual returns give you a chance to tell the CAC about any changes in your company, like if there’s new management, a different address, or new goals. This helps the CAC keep the most accurate and up-to-date info about your business.
- Avoiding Penalties and Complications: If you forget to file your annual returns, you might end up with some pretty hefty fines that get bigger each year. Plus, not keeping up with this requirement could make it tough to apply for government contracts or get government credit.
- Building a good reputation: A company that always files its annual returns shows it’s serious about following the rules. This helps build up the company’s reputation and makes people, like possible investors or partners, feel confident about getting involved.
How much does it cost to file my annual returns?
The cost of filing your annual returns with the CAC depends on various factors, such as your business type, share capital, company size, and the timing of your filing. Additionally, it’s essential to consider supplementary costs like late fees, processing fees, and more.
For a clearer understanding, let’s break down the annual returns filing fee and late fees for different business types:
| Business Type | Annual Filing Fee (NGN) | Late Fees (NGN) |
| Business Name | 3500 | 5000/yr |
| Small Business | 3000 | 3000/yr |
| Limited Liability Company | 5000 | 5000/yr |
| Other private companies | 1000 | 5000/yr |
| Public Company | 10000 | 10000/yr |
| Company limited by Guarantee | 5000 | 5000/yr |
Let’s illustrate this with an example: If you’re a small business and haven’t filed for five years, your costs would be as follows:
- Annual Returns Filing Fee: N3,500
- Late Annual Returns filing fee: N5,000 per year of delay 5 years = N25,000
Total Filing Fee: N28,500
This results in a total payment of N28,500 to the CAC. It’s crucial to be aware of these fees and deadlines to ensure timely and cost-effective compliance with the CAC requirements.
What do I need to file my returns?
When it comes to registering your business, the requirements vary depending on what kind of business you’re running.
For sole proprietorships, you’ll need to provide your personal information, such as your: Full name, home address, business address and what it does, phone number, email address, birthdate, etc.
For other types of businesses, such as limited liability companies, public companies, incorporated trustees, and partnerships, you’ll need to provide a more comprehensive set of information, including:
- Company Details: Name of your business, nature of your business, business registration number, address of your business, share capital of your business, year of registration
- Financial Statements: An audited financial statement for the year, turnover and net asset profit of the organisation, balance sheet, profit and loss statement, and other relevant financial information
- Shareholder, Director, or Trustee Details: Full name, residential address, phone number, email address, gender, date of birth, occupation, valid means of identification for each shareholder, director, or trustee (National Identity card, Driver’s License, Voter’s Card, etc.), Signature of each shareholder, director, or trustee
- Company Documents: Company’s memorandum and articles of association, Company’s certification of incorporation.
In addition to providing the necessary information, you’ll also need to fill out an appropriate CAC annual return form. The specific form you’ll use depends on your business type.
Here are the various annual return forms for different types of businesses:
- CAC 10: Annual returns form for small companies
- CAC 10a: Annual returns form for companies with shares (excluding the small ones)
- CAC 10b: Annual returns form for companies limited by guarantee
- CAC/BN/7: Annual returns form for a business name
- CAC/IT 4: Annual returns form for incorporated trustees
You can obtain the form through the CAC portal or from a CAC-accredited agent.
How do I file my annual returns?
When it comes to submitting your annual returns to the Corporate Affairs Commission (CAC), you’ve got two options: the CAC’s portal or an accredited CAC agent.
Opting for the CAC portal is not only convenient but also light on the pocket. Here’s a step-by-step breakdown of how to use it to file your annual returns:
- Access the CAC Portal: Visit the CAC portal and sign in to your account.
- Select Company Category: Pick the category that best fits your business from the list.
- Choose the Annual Returns Option: Find your way to the “Annual Returns” section.
- Fill Out the Annual Return Form: Complete the form that corresponds to your business structure.
- Upload Additional Documents: This involves supporting documents like financial statements or utility bills.
- Make Payment: Settle the filing fees, being mindful of potential extras like stamp duty or late fees.
- Receive an Acknowledgement Slip: Once you’ve wrapped up the filing and paid the fees, you’ll get an acknowledgement slip. This document is your proof of filing and includes details like the filing date and fees paid.
While the portal is straightforward, some businesses prefer the ease and know-how of an accredited CAC agent.
With a CAC accredited agent,all you would have to do is the needed documents and information with the agent.
Here is a table comparing the two CAC annual returns filing methods in Nigeria: CAC Portal vs. CAC Accredited Agent
| Feature | CAC Portal | Accredited CAC Agent |
| Cost | Less expensive | Can be pricier due to agent fees |
| Convenience | Self-processing required | Agent takes care of the entire process |
| Expertise | Self-research might be needed | Agent provides guidance and expertise |
| Recommended for | Smaller businesses with basic needs | Limited liability companies, NGOs, or those needing expert assistance |
If you’re a small business with simple filing needs, the CAC portal is the cost-effective choice. However, if you’re a limited liability company, NGO, or seeking expert guidance, it’s best you team with an accredited CAC agent.
After filing your annual returns, make sure to hang on to copies of all filed forms and receipts for future reference and continuously file your annual returns on time so as to dodge late fees and potential penalties. Also ensure to stay in the loop by checking the CAC website or consulting an accredited CAC agent for any updates or changes to filing procedures.
Conclusion
Filing your annual returns is more than just a task—it’s your business check-in with the Corporate Affairs Commission. Missing out on this could lead to some serious fines and make government dealings a headache.
That’s why it’s important to understand the process, deadlines, costs, and requirements needed to file your annual returns on time. So, keep those receipts, file on time, and stay informed to navigate the ever-evolving landscape of annual returns with ease.
