By Fatou Sillah
The Ministry of Justice has warned that companies failing to submit their annual returns as mandated under the Companies Act 2013 risk having their names struck off the official register. The announcement follows findings by the Registrar of Companies that numerous registered entities are in default of their statutory obligations.
Under Section 355(1) of the Companies Act, every company registered in Gambia is legally required to deliver an annual return to the Registrar of Companies at least once each year.
“The Registrar of Companies has established that a number of companies have defaulted in filing their annual returns as required by law and have failed to regularize their records accordingly,” the ministry said in a statement.
The ministry added that, under Section 499 of the Act, if the registrar has reasonable cause to believe a company is not actively conducting business due to continued default in filing, a notice may be published in the Gazette with the aim of striking the company from the register.
“Accordingly, this Public Notice constitutes constructive notice to all companies in default under the Companies Act, 2013, whether specifically listed herein or not, that unless they immediately regularize their records by filing all outstanding annual returns or otherwise satisfying the Registrar that they are carrying on business or in operation, the Registrar shall, pursuant to Section 499(2) of the Act, proceed to publish a Gazette Notice with a view to striking the names of such companies off the Register,” the statement said.
The ministry further warned that failure to file annual returns is an offense under the Companies Act, and both the company and its directors or officers may face statutory fines upon conviction.
“For the avoidance of doubt, the list of companies appearing in this notice is not exhaustive and is published without prejudice to the Registrar’s power to take action against any other company found to be in default under the Act,” the statement concluded.