There are many important dates to remember when you own and operate a business; failure to do so could lead to possible penalties, operational issues and unforeseen costs in the future.
Maintaining good records and diarising these dates is highly recommended to ensure that you meet any company filing obligations accurately and on time.
Here are 10 key dates that should be in your corporate calendar and the reasons you should pay attention to them.
DATE OF INCORPORATION
The date of incorporation is the date on which your company was formed/incorporated; it is effectively your company’s birthday/anniversary.
It is a key date to remember, as other important dates are often based on or around this date and you will often find many business forms/documentation request this information including, but not limited to, company accounts and financial statements, bank account applications etc.
FINANCIAL YEAR-END
A company’s financial year-end date, also referred to as its fiscal year-end, must be set irrespective of whether there is a statutory requirement to file any annual accounts.
Albeit you can choose any date, the majority of companies tend to use either the end of the calendar year i.e. 31st December or the end of the tax year i.e. 31st March.
Isle of Man: There is no statutory requirement to file annual accounts in the Isle of Man.
Malta: Failing to send notification to the Registrar of your chosen year-end date, will result in an automatic year-end of 31st December. In Malta, a company is required to file annual accounts with the Malta Business Registry (MBR) which must be laid before the company in the general meeting by the Directors for approval. All limited liability companies in Malta are required to have their accounts audited.
ANNUAL RETURN
The annual return provides a current overview of the company including its authorised and issued share capital, shareholders, directors and company secretary/registered agent.
Failure to file an annual return will result in varying levels of penalties depending on how late it is or at worse, the company’s officers being prosecuted or the company being struck off the register.
The filing of an annual return is required regardless of whether the company is trading or not.
Isle of Man: A company incorporated in the Isle of Man must file an annual return every year within one month of the anniversary of its date of incorporation.
Malta: A company incorporated in Malta must file an annual return every year within 42 days after the date of incorporation.
BENEFICIAL OWNER DECLARATION
Many jurisdictions require confirmation of the beneficial ownership of a company upon incorporation. Subsequently an annual declaration is required to confirm that there are no changes to the beneficial owners or their details.
Isle of Man: Companies are required to appoint a Nominated Officer which must be a natural person resident on the Isle of Man or a licensed corporate service provider (‘CSP’).
The Nominated Officer must hold the ‘required details’ for every beneficial owner of a legal entity to which the Beneficial Ownership (Amendment) Act 2021 applies. Where any beneficial owner holds more than 25% of the beneficial ownership of a legal entity to which this Act applies, that person is a registrable beneficial owner and the nominated officer must submit the required details of each registrable beneficial owner to the Department for inclusion on the Isle of Man Database of Beneficial Ownership. The details required are:
• Name
• Residential address
• A service address where different from the residential address
• Date of Birth
• Nationality
• Date on which the interest in the legal entity was acquired
• The nature and extent (expressed as a percentage) of the interest in the legal entity
Even if no changes occur during a year, the Nominated Officer is still required to visit the Database at least once a year to confirm that the information held is both current and correct. A logical date to use for this is a company’s anniversary of incorporation.
Malta: Companies are required to complete and file a Declaration on Beneficial Owners form with the Malta Business Registry, which contains the required details of each registrable owner. The details required are:
• Name
• Date of Birth
• Nationality
• Country of residence
• Official identification number
• Document type
• Country of issue
Either a Director or Secretary of the company must complete and file the Declaration of Beneficial Owners form within 42 days of the date of incorporation every year.
ANNUAL DECLARATION
Any Isle of Man company with a registered business name must file an annual return or Form ADB to the Companies Registry that confirms they are still trading and there have been no changes. The company must file a declaration each year on the anniversary of the official registration of said name with the Companies Registry.
VAT RETURN FILING DATES
When a company is registered for VAT, it must submit a VAT return four times per year to any related Customs authority.
Each VAT return covers a specific period with a stated start and end date, defined by the company’s VAT registration date. The late submission of a VAT return and the late or non-payment of any VAT liabilities will result in penalties being imposed.
If a company is making taxable supplies and is not VAT registered, it should also consider whether it is required to register to avoid being liable to any penalties.
CORPORATE INCOME TAX RETURN
Most companies are required to file an annual income tax return.
The majority of jurisdiction are required to file the tax returns online and fixed rate penalties will apply for submitting a return late.
Isle of Man: The due date for Isle of Man companies to file their annual income tax return is 12 months and one day after the end of the accounting period.
Malta: All Maltese registered companies are required to file an annual income tax return every 12 months and within 9 months of the company’s financial year-end.
ANNUAL GENERAL MEETING
The Annual General Meeting or AGM, is the meeting of a company’s interested shareholders, during which the directors will usually present an annual report containing information for the Shareholders about the company’s financial performance and business strategy. Shareholders can also vote on any issues at hand and as deemed necessary.
Isle of Man: There is no statutory requirement for companies incorporated under the Isle of Man 2006 Companies Act to hold an annual general meeting, unless it specifically states that one must be held in the Articles of Association.
For a company incorporated under the 1931 Act, unless it is a private company which has elected to dispense with the requirement to hold AGMs, it must hold an AGM within 15 months of incorporation of the Company and then at least once in every calendar year thereafter.
Malta: Maltese registered companies are required to hold one annual general meeting (AGM) per year, in addition to other meetings that are held. The first general meeting must be held no later than 18 months after the company is incorporated and no more than 15 months may elapse between each general meeting.
INSURANCE RENEWALS
Whether you are a small, medium or large business, it is important to have sufficient insurance policies in place to protect your business.
There are varieties of business insurances that your business may need. These might include Professional Indemnity Insurance, Public Liability Insurance, Employers’ Liability Insurance, Property Insurance, Product Liability Insurance, Business Contents Insurance, Company Car Insurance, and Company Travel Insurance.
Most policies will be reviewed on an annual basis so if you want to shop around to ensure you are still getting the best deal, make sure you make a note of your insurance renewal dates to give you time to do those all-important comparisons prior to renewal.
PREMISES
A lease agreement is put in place when a business is renting a commercial premise or space for conducting business. When considering taking on a lease, it is crucial that you fully understand your lease agreement in relation to:
• the terms and length of the lease
• rent reviews
• rules for sub-letting
• permitted use
• potential service charges
• personal liability for the repairs and maintenance
• security and damage deposits
• provisions for terminating the agreement
The period of a lease agreement is stated by the Lessor and agreed by the Lessee accordingly. A short-term commercial lease may be 3-5 years, whereas a long-term lease could be for up to 25 years.
Whenever it might be, ensure that it is on your radar so that you can either negotiate a renewal or start your search for alternative premises.
