The Office of the Registrar of Companies (ORC) has begun the process to strike out 2,584 dormant and defaulting companies from its Companies’ Register for failing to update their records and file their annual returns.
This follows earlier delisting of some 2,788 companies earlier this year during the phase one of the cleanup exercise which will continue to the end of December 2022. In all, over 100,000 dormant companies are earmarked for the deletion.
“These dormant companies failed to comply with the directive issued by the Registrar of Companies for all companies to file their annual returns and financial statements or risk being stricken off the Companies Register,” the ORC said in a statement copied to the Business and Financial Times (B&FT) and dated August 29, 2022.
“This means that those dormant companies cannot be electronically searched or carry out any changes on their company information in the Register awaiting a full winding up after 12 years. Such companies can only be restored by an order of the High Court to the ORC within 12 years after the publication of the strike off in the Companies Bulletin,” the statement added.
The affected companies include private/public companies limited and unlimited by shares, private/public companies limited by guarantee (schools, churches, associations, unions, fun clubs etc.), professional bodies and external companies.
This exercise is being carried out in accordance with section 289 of the Companies Act, 2019 (Act 992) which connotes that a company can be stricken off the Companies Register for failing to file its annual returns on time or failing to notify the Registrar of Companies of a change in the company’s registered office and principal place of business.
The Registrar of Companies, Jemima M. Oware, earlier this year disclosed to the B&FT of her office’s intention to delete close to 500,000 companies from its database for not renewing their existence following the expiration of their registration,
The exercise, Ms. Oware explained, would encourage good corporate governance, as well as reduce the use of companies for ‘criminal activities’.
“The companies’ inspectors will go out and fish out all those companies so we have a clean register per legislation. Companies need to know that it is not going to be business as usual…that you will register a company and sit in the register for 15—20 years without filing a return or renewing or re-registering. This time we are going all out to take those companies off,” she said.
An autonomous statutory body weaned from the Registrar-General’s Department, the ORC is to register and regulate all types of business entities in the country, such as private-public companies limited and unlimited by shares, private-public companies limited by guarantee, including churches, schools, NGOs, CSOs, associations, unions, external companies and professional bodies, in conformity with the Companies Act (Act 992) and other relevant enactments.
