Commentary · 6 July 2026

Annual returns: the cheapest compliance in Nigeria, and the one most often skipped

Late annual returns are the single most common reason a Nigerian company fails a due diligence check. The filing costs little; the consequences of skipping it do not.

Faluyi Olawale · 4 min read

The position

Every company registered in Nigeria must file annual returns with the Corporate Affairs Commission, whether or not it traded during the year. A dormant company is not an exempt company. The obligation sits in the Companies and Allied Matters Act 2020 and is enforced through penalties, and now through the Commission's striking-off exercises.

The cost of filing is modest. The cost of not filing accumulates quietly, and then arrives all at once — usually the week a bank, a buyer or an investor runs a search and finds a company whose last filed record is several years old.

Directors sometimes assume the accountant is handling it because the tax returns are filed. The two are separate obligations to separate regulators, and one does not evidence the other.

Our advice is procedural rather than clever: fix a date each year, file for every company in the group on that date, and keep the acknowledgements in one place where a lender's lawyer can be shown them without a search.