The Corporate Affairs Commission is the regulatory body in charge of Incorporated Trustees who are registered with the Commission. As part of its (post incorporation) regulatory compliance, ITs are mandated to file and keep copies of their records with the CAC.
The Importance of Filing Returns to the Corporate Affairs Commission include:
It prevents CAC from striking off your name from the list of active ITs;
It helps to keep the ITs name on the register of CAC. Once the name of the IT is not in its records, it means the corporate entity has ceased operation.
It helps reduce the financial penalty on IT. When the filing is not done within the stipulated time; it attracts a penalty which the IT would have easily avoided.
It saves time. In a situation where the IT requires a post-incorporation activity to be undertaken, the failure of filing its returns might delay the execution of the post-incorporation filing.
List of Incorporated Trustees returns to be filed with the Corporate Affairs Commission:
1. Annual Returns:
Annual Returns is a mandatory compliance obligation to the Corporate Affairs Commission (the “Commission”) for every type of profit-making and not-for-profit Organization (Company, Business Name, Partnerships, and Incorporated Trustees) under the Companies and Allied Matters Act, 2020 (CAMA). The Annual Returns serve to notify the Commission that an organization is still a going concern and is to be filed once in a year, further to the close of an organization’s preceding financial year.
CAMA prescribes 1st of January to 31st of December of a single calendar year as the financial year for Incorporated Trustees and requires ITs to file a report on a financial year ended with the Commission, between 30th of June and 31st of December of the year immediately succeeding the financial year ended.
Documents Required for Annual Returns
- The Audited Financial Statements (AFS) for the year ended.
- Particulars of the Trustees, Executives, Secretary, Bankers, sources of income for the year, etc.
Failure to file the Annual Returns within the specified period attracts a fine of N10,000 (Ten Thousand Naira) for every year of default. The Commission may also list the IT as inactive on its public search directory.
2. Bi-Annual Statement of Affairs
Section 845 of CAMA requires ITs to submit a Bi-annual Statement of Affairs with the Commission. This is separate from the Annual Returns.
Under Regulation 32 of the Companies Regulations, 2021 (the Regulations), made according to the foregoing section 845, the Commission directs that the Bi-annual Statement of Affairs required shall be made up to the 30th of June and 31st of December (the Statements) of a financial year, respectively.
The Bi-annual Statements are to be filed using Form CAC/IT 5 (or filed through the Commission’s post-incorporation portal) and shall include a report on the following:
The incomes of the IT during the period being filed for.
The liabilities of the IT on the 1st day of January or 1st day of July (depending on what period is being filed for).
The assets of the IT as of the date of filing
The Timelines for filing the Statements are:
- Statement made up to the 30th day of June – To be filed not later than the 15th day of July.
- Statement made up to the 31st day of December – To be filed not later than the 15th day of January of the following year.
Non-compliance with CAC’s Regulations renders each Trustee of the defaulting Incorporated Trustees entity liable for every day during which the default persists.
