Guidance

Failure to Comply

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 relevant announcement), which was published in the Official Gazette of the Republic on March 5 2024, the overdue filing of the annual return is subject to a late filing fee not exceeding the amount of fifty euro (€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 Late filing penalty calculator in order to calculate the late filing penalty of your annual retun filing. 

Prosecutiing the Partnership and its partners

Failure to file an annual return is also considered to be a criminal offence and in the event of conviction the partnership and every partner or person who manages, on the basis of the law or the constitution of the partnership or the de facto affairs and/or the finances of the partnership and responsible for the omission, is liable to a fine not exceeding the maximum amount of forty two euro and seventy two cents (€42,72).

Strike-off

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