You are on this page because you want to know how to file annual returns for a company in Kenya. Read through and you will be able to file and pay for annual returns within a short time. Section 125 of the Companies Act stipulates that every company having a share capital shall, once at least in every year, make a return. The return is made up to the date of the fourteenth day after the date of the annual general meeting. This process is now available online. To apply for a CR12, you must have filed your annual returns.
What Are Company Annual Returns?
The law dictates that every registered company in Kenya should file annual returns with the registrar of companies. The main aim of these returns is to show the current status of the company. The annual returns highlight the following concerning the said company.
- The structure of the company
- The shareholding
- Division of shares
- Company’s Nominal capital
- Names and addresses of the directors and shareholders in the company.
- The current registered office of the company
- And details of the company secretary
Process of How to File Annual Returns for a Company in Kenya
- Log in to your eCitizen account. Learn how to create an eCitizen account here if you do not have one.
- Locate the business registration service option and click on get service.
- Locate your company under where it is written my businesses. If it is not there, it means you have not linked your company. Start by linking your company so that it reflects on the eCitizen account.
- If it is linked, under the action button, click on view. Your business details are displayed.
- At the top right-hand corner, click on ‘Maintain a Company’ button.
- On the left-hand side of the business details, click on the Annual Returns link. If you have already filed for some years, they will be listed.
- Click on submit returns located at the top right-hand corner.
- Click on the link provided to download the annual return form. The downloaded file is a Microsoft Word Document and has to be filled and uploaded back. Now forget about everything else and we fill the form.
How to Fill the Annual Return Form
Before you think of filling this form which has about ten pages, make sure you have the company’s incorporation certificate. You must have the director’s information such as names, addresses, and dates of birth. Open the Microsoft Word downloaded file. It is best not to alter the structures of the table. However, you can format the font by increasing or decreasing the sizes. The form should not be filled by hand, it should be typed.
- On the first page, fill in the Company registration number.
- Page two fill the company’s full name. Enter the return year and the date you are filing the return. Indicate whether it is a public limited or private limited company. The best way is to insert a rectangle shape and give it a fill colour. Give a description of the company’s business activity. Finally for that page indicate the plot number, building name, and street where the company runs its operations.
- Go to page four and type in the town, postal address and postal code of the company. Then provide the details of the directors on part 2.
- After that go to page five. Here indicate the type of shares, the nominal value of each share, the total number of shares and the total value of the shares. Also, remember to include the totals at the bottom of the table.
- We are now on page six. Indicate whether there were any shareholder changes. The best way is to insert a rectangle shape and give it a fill colour.
- On page seven, indicate the shareholder’s current status. If there are share transfers indicate.
- Print page 9 fill in your name, address, signature, the capacity of the person lodging the return, and date.
Scan Page 9
Scan page nine that you have just signed. I prefer using the JPEG format. Open a new MS Word document file. Copy the scanned file and paste it on the empty word document. Click on the inserted page, click on format tool on the menu bar and click on the ‘Wrap Text’ option, use in ‘front of text option’. Copy the formatted image and paste it on page nine. You can stretch it to hide the existing text.
Convert the Word Document to PDF
There are several free tools that you can use online to covert the word document to PDF format. For instance, you can use Smallpdf to create a PDF file. Alternatively, you can print the entire filled word document and scan it using the PDF format option.
Uploading Annual Returns for a Company in Kenya
If you had closed your eCitizen portal, follow the above steps number one through seven. Select the year you filed your last return. This will indicate the return period you are filing for. For example, if you registered your company in 2014, indicate the year of last return as 2013. This will enable you to start filing in from the year 2014. Click on browse and select your PDF file. Click save and continue. Select the payment method you wish to use and make your payment. Normal charges are 1,000/= if you file within the given period. For late filing, it is 1,500/=. Wait for the officers to verify your uploaded returns. If everything is alright, your returns will be approved.