The Corporate Affairs Commission (the Commission) had earlier issued public notices dated 31st July 2023 and 2ndNovember 2023, in which it expressed its intention to enforce stiffer penalties for failure to file annual returns as prescribed by Companies Regulations 2021 commencing from 1st January 2024, emphasizing the repercussions for both companies and their directors or officers.

By a recent public notice dated 28th December 2023, the Commission has now extended the commencement date for the full application of penalties against defaulting companies to 1stApril 2024. This extension is attributed to challenges faced on the Company Registration Portal (CRP) and in response to appeals from the Micro, Small, and Medium Enterprise (MSME) sector.

While this extension provides a temporary reprieve, all companies and incorporated bodies registered under the Companies and Allied Matters Act 2020 must utilize this additional time to promptly file their annual returns with the Commission and rectify their inactive status.

Furthermore, recall that earlier this year, the Commission issued a public notice on 31st July 2023, wherein it communicated its intention to strikeoff companies from the Companies Registerthat have not filed their annual returns for over ten (10) years.Subsequently, the Commission also published a list of companies to be struck off on its official website as outlined in sections 692(3) & (4) of CAMA 2020. it is worth noting that this recently published extension of time does not affect the striking-off proceedings that have been initiated by the Commission before 2nd November 2023, as a result of these referred publications above.

Finally, the Commission has reemphasized that all undischarged penalties will be recovered from the Directors and Officers of struck-off Companies.

It is on this premise that we advise all incorporated bodies, directors, and officers to take advantage of the deadline extension and promptly file their annual returns with the Commission. It is imperative to note that it will be unlawful for any Company to carry on business where it has been struck-off from the Companies Register and the complexities involved in the restoration process, in the event of a striking-off, is daunting.


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