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Filing Annual Returns

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Filing Annual Returns

An annual return is a document that provides information on a company’s share capital, debt, directors, shareholders, dictatorship changes, corporate governance disclosures, and so on.

The Tanzanian law dictates that every business incorporated or registered in Tanzania as a branch of a foreign company is required to file an annual report with the Registrar of Companies, generally known as the Business Registrations and Licensing Agency, under the Companies Act, 2002 (Cap RE 212) (the “Act”) (“BRELA”).

A locally incorporated firm (local subsidiary) must file an annual return in the appropriate form, together with a copy of the audited financial statements (except for those companies exempt from an audit obligation in terms of the Act).

This return must be filed no later than

(i) I the company’s incorporation anniversary; or (ii) the anniversary of the company’s incorporation.

(ii) The date on which the previous annual return was submitted (if filed on a date other than the incorporation anniversary date).

Annual accounts, in the case of a locally registered branch of a foreign firm, must be presented every calendar year in the form, comprising the information and documentation required by the Act. The annual return is typically prepared shortly after the annual general meeting at which the accounts are presented.

All firms should evaluate their compliance status as soon as possible to validate the status of their BRELA filings. This should be followed by making sure that all yearly returns are paid within the BRELA grace period.

How to file annual returns in Tanzania

Filing annual returns in Tanzania is an essential requirement for companies operating within the country. Annual returns are filed with the Business Registrations and Licensing Agency (BRELA), which is responsible for regulating business activities and ensuring compliance with legal obligations.

Here are the key steps involved in filing annual returns in Tanzania:

  1. Preparation of Financial Statements: Before filing annual returns, companies must prepare their financial statements for the preceding financial year. These statements provide an overview of the company’s financial performance, including its income, expenses, assets, and liabilities.

  2. Completion of Annual Return Form: Companies must complete the prescribed annual return form provided by BRELA. This form requires details such as the company’s name, registration number, registered office address, details of directors and shareholders, financial year-end date, and financial statement declaration.

  3. Payment of Annual Return Fee: Along with the completed annual return form, companies are required to pay the applicable annual return fee. The fee varies depending on the type and size of the company.

  4. Submission to BRELA: Once the annual return form is completed and the fee is paid, the company submits the form to BRELA either electronically through the online portal or in person at one of their offices. The submission must be made within 28 days from the date of the company’s annual general meeting (AGM) or the end of the financial year, whichever comes first.

  5. Verification and Approval: BRELA verifies the information provided in the annual return form and ensures that all required documents and fees have been submitted. Once verified, the annual return is approved, and a confirmation of filing is issued to the company.

  6. Consequences of Non-Compliance: Failure to file annual returns within the specified timeframe may result in penalties and fines imposed by BRELA. Additionally, non-compliance could lead to the company being struck off the register, which would result in the loss of legal status and the ability to conduct business in Tanzania.

Filing annual returns in Tanzania is a legal requirement for companies to maintain compliance with regulatory obligations. By ensuring timely submission of accurate financial information, companies can avoid penalties and maintain their legal standing to operate in the country.