BRIDGES · Structures and trusts

Annual Return

Annual return

annuallyan obligation regardless of turnover
penaltiesthe first consequence of late filing
striking offthe register’s last resort
  • 4 min read
  • Updated: July 2026
  • BRIDGES Research Team
In brief — 30 seconds
What it is
The annual filing of information about a company with the state register
What it includes
Current information on directors, members and the address, sometimes financial statements
When it is filed
Every year by the set deadline, even if there was no activity
What happens if it is late
Penalties, loss of good standing and, in the extreme, being struck off the register
Who usually files it
The registered agent or accountant, but responsibility lies with the company

In plain words

An annual return is the yearly filing of information about a company with the state register. Depending on the jurisdiction, it may be confirmation of current information on directors, members and the address, financial statements, or both. The filing deadline is tied to the date of incorporation or to the calendar year.

The key point that owners of dormant companies miss: the obligation exists regardless of whether there was any activity. A company without a single transaction in the year must still file and pay its duties. Having no turnover does not exempt you from the formalities — it only simplifies their content.

The consequences of late filing escalate gradually: first penalties, then loss of good standing, then inability to obtain certificates and carry out transactions and, in the extreme, the company being struck off the register. Restoration after striking off is not always possible, and where it is, it costs considerably more than filing on time.

Who it concerns

Owners of foreign companies
Dormant companies with no activity
Holding structures
Companies that own real estate
Preparing to apply for a programme
Selling or restructuring the business

What the duties include

Information
  • Directors and members
  • Registered address
  • Changes during the year
Finance
  • Financial statements where required
  • State duties
  • Payment for the agent’s services
Timelines
  • Annual frequency
  • Tied to the date of incorporation
  • Filing deadline
Consequences
  • Penalties for late filing
  • Loss of good standing
  • Striking off the register

How it should work

  1. 01Put the deadlines in the calendar
  2. 02Gather current information
  3. 03File the return
  4. 04Pay the duties and the agent
  5. 05Check status in the register

What you need to know

  • The return is filed even when there is no activity
  • The deadline is tied to the date of incorporation or the calendar
  • Late filing leads to penalties and loss of status
  • Striking off the register is a last resort, but a real one
  • Responsibility lies with the company, not only with the agent

Common mistakes

  • Assuming a dormant company owes nothing
  • Relying entirely on the agent without your own oversight
  • Not updating contact details and missing notices
  • Forgetting to pay for the agent’s services
  • Finding out about late filing while preparing a transaction

What this means for a BRIDGES client

We check the formal status of all the client’s companies before applying for a programme. Overdue filings are a small thing that, in the check, turns into a question about your discipline in business.

Frequently asked questions

01 /What is an annual return?

The annual filing of information about a company with the state register: details of directors, members and the address, sometimes financial statements.

02 /Does it have to be filed if there is no activity?

Yes. The obligation does not depend on turnover: a company with no transactions still files a return and pays its duties.

03 /What happens if it is late?

First penalties, then loss of good standing, inability to obtain certificates and, in the extreme, striking off the register.

04 /Who files the return?

Usually the registered agent or accountant, but responsibility for timeliness lies with the company itself and its directors.

05 /Can a struck-off company be restored?

Sometimes, yes, but the procedure is complex and expensive and is not possible in every jurisdiction. It is simpler not to let it come to that.

06 /How can I avoid missing the deadline?

Put the dates in the calendar, keep your contact details with the agent up to date and check your status in the register yourself once a year.

See also

Read next

Anna Kovalevskaya
AuthorAnna KovalevskayaHead of Legal, BRIDGES
Sergey Evdokimov
Reviewed bySergey EvdokimovManaging Partner, BRIDGES
Updated
July 2026
Version
1.0
Scheduled review
January 2027
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