Regulatory update

Corporate compliance in EMEA: annual accounts filling

13 March 2018

Deadlines are fast approaching in some EMEA countries for companies to file their annual accounts.

Filing requirements in different countries can vary considerably, so if you’re working at global, or regional level with responsibility for overseas companies or subsidiaries, it’s important to distinguish between the regulations of individual markets. Besides differences between deadlines and financial year ends, there can be specific needs depending on the size of a company, and whether it is listed or not.

For example, in Germany, deadlines for the preparation of financial statements depend on the size of the company. The financial year is generally the calendar year, but it is possible to agree on a deviating start of the financial year in the Articles of Association of a company if the tax office does not have any objections.

In the UK, the deadline for submitting accounts to Companies House depends on whether it is a public or private company. Whilst you can choose your date, most UK companies have a financial year end (FYE) of 31 December. Conversely, in South Africa, there is no prescribed financial year end, and companies can choose their own. Again, the filing deadline depends on whether a company is listed or not.

Here is an overview of the main requirements of filing annual accounts in some EMEA countries with upcoming deadlines:

UK

All private and public companies must prepare and file annual accounts with Companies House. Annual accounts should normally include profit and loss account, balance sheet signed by a director, an auditor’s report signed by an external auditor, a directors’ report and strategic report signed by a director or the company secretary and notes to the accounts.

In certain circumstances, usually defined by size, a company can apply for an audit exemption enabling submission of unaudited accounts whilst dormant companies can submit unaudited simplified accounts. However, it should be noted that all companies, no matter what their size or status, must file some form of accounts.

If you are filing your company’s first accounts and those accounts cover a period of more than 12 months, you must deliver them to Companies House:

  • within 21 months of the date of incorporation for private companies, or
  • within 18 months of the date of incorporation for public companies, or
  • three months from the accounting reference date, whichever is the longer.

For subsequent accounting periods the time allowed for delivery of the accounts is normally nine months from the accounting reference date for a private company and six months for a public company.

Under the Partnerships (Accounts) Regulations 2008, companies which are members of ‘qualifying partnerships’ should prepare and attach accounts of the partnership to their own accounts. 
Every company must deliver a Confirmation Statement (previously known as an Annual Return) to Companies House at least once every 12 months.

There are also filing requirements with Companies House in relation to other matters including directors, secretary, capital changes, and registered office.  Plus, every company must have a PSC (Persons of Significant Control) Register in place.

Large companies (those with turnover greater than GBP 200 million or balance sheet assets over GBP 2 billion) are required to notify HMRC of the identity of their senior accounting officer, who must certify annually that the accounting systems are adequate for the purposes of accurate tax reporting. Penalties are chargeable on the officer and the company for careless or deliberate failure to meet these obligations.

Germany

Large and medium-sized companies are required to prepare their annual financial statements, together with a management report, within three months from the end of the financial year and must also have them audited. 
The financial year can be the calendar year or any other period not exceeding 12 months.

Large and medium-sized companies are required to disclose a balance sheet, an income statement, notes to the financial statements and a management report.

‘Small’ companies are only required to disclose a balance sheet and notes to the financial statements. Companies which can be considered “very small companies” only need to finalise the balance sheet, and the profit and loss statements, and must deposit the Balance sheet with the Federal Gazette.

All companies are required to publish their financial statements in the Federal Gazette within 12 months of the end of their financial year.

Companies are required to file annual corporate income tax, trade tax and VAT returns by 31 May of the year following the tax year. A filing extension is available, in case the company has engaged a tax advisor for the preparation of the tax returns.

Poland

All companies in Poland are required to maintain financial statements consisting of a balance sheet, profit and loss account and other additional information in accordance with the Polish Accounting Act (PAA). And in some cases, according with International Financial Reporting Standards (IFRS).

When the company meets the prescribed conditions for micro and small entities in accordance with the Polish Accounting Act, and wants to prepare financial statements using existing simplification rules provided within sections 3.1a, 3.1b and 3.1c.of the Polish Accounting Act, the company is obliged to adopt a shareholders’ resolution to decide on the preparation of simplified financial statements, before signing the financial statements.

Financial statements of joint-stock companies and other entities that are subject to annual audits must also incorporate a cash flow statement and a statement of changes in shareholders’ equity (fund).

Joint stock and limited liability companies should prepare financial statements within three months from the balance sheet date; and should have them approved within six months from the balance sheet date.

Financial statements should be filed with the National Court Register within 15 days from that date.

Looking further ahead, South Africa has a filing deadline of 30 June for non-listed entities with an FYE of six months earlier, 31 December 2017, and Denmark has a 31 May deadline, five months after FYE.

South Africa

The annual financial statements must be prepared in one of South Africa’s official languages.

Listed companies are required to prepare their annual financial statements in accordance with IFRS and the listing requirements issued by the Johannesburg Stock Exchange (JSE). 
Private companies can adopt either IFRS or IFRS for Small and Medium-sized Entities.

JSE listed companies are required to prepare the annual financial statements within four months of the end of the company’s financial year. All other companies are required to prepare the annual financial statements within six months of financial year-end.

A company with one or more subsidiaries must prepare consolidated annual financial statements.

All companies must submit an annual return, together with the prescribed fee to the Companies and Intellectual Property Commission (CIPC) within 30 business days of their anniversary date of incorporation.

Every company is required to submit its annual financial statements, if audited, to the CIPC when submitting the annual company return.

Denmark

Danish accounting standards are in compliance with international accounting standards such as IAS, IFRS and US GAAP, and are applicable to all business enterprises except those regulated as financial businesses.

The use of IAS is mandatory for the preparation of consolidated accounts of listed companies. The following types of business enterprises are required to prepare, and file audited annual reports:

  • public and private limited companies
  • other limited liability companies
  • partnerships where partners are personally liable
  • limited partnerships.

Annual reports must be submitted to the Danish Business Authority within five months of the financial year-end (four months in the case of listed companies and public limited companies). 
Branches of foreign companies must also file the annual report of their head office with the Authority within five months of the financial year-end.

Talk to us

TMF Group can support with this on-going annual obligation in more than 80 countries worldwide. We work with hundreds of clients across the EMEA region, and our experts are on hand to provide support and guidance.

To find out how we can support you with corporate compliance, meeting all relevant filing deadlines in whichever country your business operates in, contact us today.

Download our latest briefing paper: 5 truths about global compliance

Learn more about how our services can help you maintain focus on your core operations.

Insights and updates delivered to your inbox.

Sign up to receive a weekly round up of posts that matter most to you. 

Sign up now