Annual returns aren't a tax, so they're easy to forget. But the CAC has stepped up enforcement, penalties grow every day, and an out-of-date company can struggle with banks, tenders and investors.
What is a CAC annual return?
An annual return is a yearly filing with the Corporate Affairs Commission (CAC) confirming your company's current details: registered address, directors, shareholders, share capital, and a summary of its financial position. It keeps the public register accurate. It's separate from your tax returns.
When is it due?
| Entity | Deadline |
|---|---|
| Private company (Ltd) | Within 42 days after the anniversary of incorporation each year |
| New company | First return after an 18-month grace period from incorporation |
| Business name | By 30 June each year, covering the previous year |
| Incorporated trustees (NGOs) | Annually, per CAC rules |
What happens if I file late?
- Late filing penalties from the CAC, with daily penalties that continue while the default continues. The amounts depend on the entity type and size.
- Personal liability: under CAMA 2020, the company and every director and officer in default can be liable.
- Status problems: your company may show as inactive on the CAC portal, which banks, clients and tender committees check.
- Blocked filings: you generally can't file other changes (new directors, share allotments) until returns are up to date.
How do I file?
- Log in to the CAC online portal with your company's account.
- Select annual returns for the year(s) due.
- Confirm or update company details: address, directors, shareholders, share capital.
- Upload or enter the financial summary. Larger companies attach audited accounts; smaller companies provide a statement of affairs as required.
- Pay the filing fee, plus any penalties for late years.
- Download the acknowledgement and keep it with your company records.
Filing for several missed years at once is possible, but penalties apply to each.
Tips to never miss it
- Put your incorporation anniversary + 42 days in the company calendar.
- File annual returns in the same month you finalise your year-end accounts.
- Keep director and shareholder records up to date through the year.
- If returns are years behind, fix it before you apply for a tender, loan or investment.
Our advisors can help bring CAC filings and tax returns up to date together.
Frequently asked questions
When should a company file annual returns with CAC?
A private company files within 42 days after each anniversary of its incorporation. New companies have an 18-month grace period before their first return.
When do business names file annual returns?
By 30 June each year, for the previous year.
What is the penalty for late annual returns?
The CAC charges late filing penalties that vary by entity type and grow daily while the default continues. Directors and officers can also be held personally liable.
Do dormant companies file annual returns?
Yes. Dormant or inactive companies must still file annual returns every year.