Penalty for Delayed Annual Returns of a Company in Sri Lanka

Filing your annual return on time is crucial for all companies incorporated in Sri Lanka. As per the Companies Act, every company must submit an annual return to the Registrar General of Companies using the prescribed Form 15.

What is Form 15? Form 15 is the official document that companies must lodge within 30 days from the date of their Annual General Meeting (AGM). This form must be signed by a company director and the company secretary.

Filing Requirements:

• The annual return must be submitted within 30 working days after the company’s AGM.
• The form must include details such as the company’s address, directors, shareholders, auditors, shares, and any changes made since the last return.

Penalties for Late Submission: Failing to submit the annual return on time can result in significant penalties:

• The company may be fined up to LKR 100,000.
• Each responsible officer may face a fine of up to LKR 50,000.

Submission Process: The annual return can be prepared and submitted online using the eROC (e-Registrar of Companies) portal. Ensure all required documents and the signed Form 15 are ready for submission.

Steps for Companies Incorporated Before 2020: If your company was incorporated before 2020 and you have not updated your annual return, follow these steps to get back on track:

1. Create a Director profile as per the details of Form 20 (or Form 01 if Form 20 is not available).
2. Provide a mobile number and an accessible email address.
3. Activate the profile through email verification.
4. Request the Registrar General to link your company to the profile by providing documentary evidence via the eROC System.

Important Tips:

• Ensure your email address is accurate and use the same email for all communications with the ROC.
• Verify that your name is correctly spelled as per your National Identity Card.

How Can We Help? We offer guidance and monitoring to help you set up your profile and maintain regular follow-up with the Registrar. We also verify documents to ensure you are on the right track with ongoing governance.

Stay compliant and avoid penalties by keeping your annual returns up to date!