Guidance

Late Filing

Failure to comply with the statutory obligation to submit annual returns to the Registrar of Companies, can have several consequences as follows:

Late filing fee for overdue filing of annual return

On the basis of the Companies (Amendment) Law 2024, N.18(I)/2024 (see below), which was published in the Official Gazette of the Republic on March 5 2024, the overdue filing of the annual return (where the reference date of the annual return is for the year 2021 and onwards) is subject to a late filing fee not exceeding the amount of fifty euros (€50) upon the first day of non-compliance and a further charge of one euro (€1) for every day the failure to comply continues, up to the maximum amount of one hundred fifty euros (€150).

For example, if the drafting date of the annual return is 2/3/2023 then it must be submitted to the registrar of companies within twenty-eight (28) days, namely by 30/03/2023 at the latest. In the event that the annual return is submitted, for example, on 31/12/2023, then the company is subject to a late filing fee of one hundred fifty euros (€150), calculated as follows:

• €50 imposed on 31/3/2023;
• €1 Χ 30 (days) = €30 for April;
• €1 Χ 31 (days) = €31 for May;
• €1 Χ 30 (days) = €30 for June;
• €1 Χ 9 (days)   = €9 for July;

You are advised to refer to the Annual Return Date Calculator, for the annual return date and the filing due date of your next annual return as well as to the Late filing penalty calculator in order to calculate the late filing penalty of your annual retun filing. 

Prosecuting the Company and its Officers

Failure to file an annual return is also considered to be a criminal offence and in the event of conviction the company and every one of its officers, responsible for the omission, is liable to a fine not exceeding the maximum amount of forty two euros (€42).

Administrative Fine

Failure to file an annual return with financial statements is also liable to an administrative fine imposed on the company not exceeding the maximum amount of eight thousand five-hundred and forty three euros (€8.543). 

As at 18/12/2020, the above mentioned administrative fine is abolished. 

Strike-off

Failure to file the annual returns and financial statements of a company may result to the involuntary strike off from the Register and subsequent dissolution of the company, by the Registrar of companies.