Company secretarial deadlines for Nigerian clients
The CAC filings a firm should track for Nigerian companies, business names and incorporated trustees, and how to keep those dates as work in Achekam.
By Achekam · · 4 min read · For Accountants & audit firms in Nigeria
A firm that keeps the books and prepares the accounts for Nigerian clients soon becomes, in practice, their company secretary too. Clients forward letters from the Corporate Affairs Commission, ask whether their annual return is due, and assume the firm is watching. Usually nobody is watching systematically, and the first sign of a missed filing is a penalty.
The CAC filings that matter differ by the kind of entity: a company, a business name and an incorporated trustees body each have their own calendar. This article sets out the main deadlines from the Companies and Allied Matters Act, 2020 and the Companies Regulations 2021, and suggests how to turn them into tracked work in Achekam.
Companies, business names and incorporated trustees
Companies. Under CAMA, every company must deliver an annual return to the CAC at least once every year, but not in its year of incorporation, completed and signed by a director and the secretary. The company may apply to the CAC for an extension of time to file for a given calendar year. The day limit after the general meeting is not stated here, because section 421(1) of the Act and Form CAC 19 in the Regulations give different day counts; confirm the current position with the CAC. Section 421(2) says the provision does not apply to companies with only one member. Penalties are prescribed by the CAC, and under section 425(3) failure to file annual returns for 10 consecutive years is a ground for striking the company off. The detail is in the CAC annual return for companies.
Business names. Every individual, firm or corporation carrying on business under a registered business name must deliver an annual return to the CAC not later than 30 June each year, except the calendar year of registration, accompanied by the business's financial statement for the preceding 1 January to 31 December.
Incorporated trustees. The trustees must submit an annual return not earlier than 30 June or later than 31 December each year, other than the year of incorporation, accompanied by the audited statement of accounts for the year of return. Under regulation 32 of the Companies Regulations 2021, they must also file bi-annual statements on Form CAC/IT 5, made up to 30 June and 31 December, not later than 15 July and 15 January following.
The provisions are in the Companies and Allied Matters Act as published by the CAC, which is worth keeping to hand for the section numbers.
Significant-control notices and post-incorporation filings
Some filings are triggered by events rather than dates.
Under CAMA section 119, a person with significant control over a company must notify the company in writing within seven days of becoming such a person, and the company must notify the CAC not later than one month after receiving the information or any change in it. The definition in section 868(1) includes anyone directly or indirectly holding at least 5% of the shares or voting rights, or the right to appoint or remove a majority of the directors. The company must also disclose the information in every annual return, and daily fines apply to defaulters.
For incorporated trustees, regulation 37 requires post-incorporation applications, other than annual returns, bi-annual statements and miscellaneous filings, to be filed within 15 days of the date the resolution is passed. Applications that must be published are not processed until 28 days after the last publication.
The practical point: ask clients to tell the firm about share transfers, new investors and trustee resolutions when they happen, not at year-end.
Statutory deadline lists that live only in the browser
A firm keeps its client directory on Achekam's server, adding clients through a step-by-step wizard or a CSV import. One limit matters for this topic: some sub-lists edited in place on the client record, including statutory deadlines, accrued hours and KYC fields, still live only in the browser. A deadline typed into that list on one computer will not be seen by a colleague on another, and can be lost.
So do not rely on that list for CAC dates. Track them as work instead.
Work items and My Work for each filing
Each professional in Achekam has a My Work list and a Professional Inbox, and the Supervision, Manager and Partner desks show their level's review queue, returned work and risks. Treating each CAC filing as a work item for a named person puts it in that person's list of work, where the desks above them can see what has been returned or is at risk.
Achekam's Nigerian automation templates can help, within limits. They only create work items and notices, never file, pay, approve, object or verify, and they stay off until a person turns one on. They are offered only to firms with an active Nigeria or Kenya pack. A template that creates the work item for each business-name client's annual return ahead of 30 June, for example, saves the manager from creating them by hand; filing on the CAC portal remains the team's job.
A yearly secretarial plan
| Entity | Filing | When |
|---|---|---|
| Company | Annual return | Yearly, after the general meeting; confirm the day limit with the CAC |
| Company | Significant-control notice to the CAC | Within one month of receiving the information |
| Business name | Annual return with January to December statement | By 30 June |
| Incorporated trustees | Bi-annual statements | By 15 July and 15 January |
| Incorporated trustees | Annual return with audited accounts | Between 30 June and 31 December |
| Incorporated trustees | Post-incorporation applications | Within 15 days of the resolution |
Build the plan in January for the whole client list, assign an owner to each filing, and review overdue items monthly at the manager's desk. For comparison with a Kenyan client base, see company secretarial deadlines for Kenyan clients.
General guidance only, not advice on your own circumstances. Tax and payroll rules change: check the current position with the authority or your adviser.
