The Office of the Registrar of Companies (ORC) has announced that starting from May 1, 2024, an increased penalty will be applied to companies that are in default.

The penalty fee has been raised from GH¢650 to GH¢1,000.

This measure is intended to act as a deterrent against the non-filing or late filing of annual returns.

This new directive will affect both private and public companies limited by shares, as well as private and public companies limited by guarantee (including schools, churches, associations, NGOs, CSOs, foundations, etc.).

"In accordance with Section 126 of the Companies Act, 2019 (Act 992), which mandates that every company file their Annual Returns at least once a year or within thirteen (13) months after incorporation," a statement from the ORC read.

The Office stresses that it is compulsory for every incorporated company in Ghana to file an annual return, whether it is operational or not.

It is required that the annual return be certified by a director and secretary of the company and submitted to the Office of the Registrar of Companies along with the audited financial statements for the year, as stipulated in section 126(1) of the Companies Act, 2019 (Act 992).

"Consequently, effective from May 1, 2024, the ORC will impose an updated penalty of GH¢1,000.00, up from GH¢650.00, on companies in default for each month the default persists, in line with section 126(7)," the ORC declares.

"Should a company fail to comply with this section, the company and every officer of the company in default will be liable to pay the Registrar an administrative penalty of twenty-five (25) penalty units (approximately GH¢300.00) for each day the default continues," it added.

However, the ORC clarifies that the increase in penalty fees is not meant to financially burden companies but rather to serve as a deterrent to those companies that persistently operate without adhering to the Companies Act, 2019 (Act 992).

"Companies with a financial year running from January 1 to December 31 are required to file their Annual Returns in the first quarter of the subsequent year," it stated.

"Additionally, companies with a financial year beginning on September 1 and ending on August 31 must file their Annual Returns in the last quarter of the preceding year. Annual returns may also be filed for a period determined by the directors of the company," the Office concludes.

MA/SA

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