Annual Return in Gibraltar | Filing Guide for Owners

Understanding the Annual Return (Form FAR01) in GibraltarCopy link to section

The Gibraltar Annual Return (Form FAR01) is a yearly confirmation that the details held about your company on the public register are accurate. It applies to every company having a share capital and is required under Section 188 of the Companies Act 2014.pdf), the statute that governs corporate filings in the jurisdiction. The filing is made to Companies House Gibraltar, the Registrar of Companies.

This is not a tax return and has nothing to do with profit or loss. It confirms who your directors and shareholders are, where the registered office sits, and how your share capital is structured.

The article that follows explains the scope of the obligation, the deadline tied to your incorporation date, how and where to file, the fees, and what happens if you miss it. It is written for foreign owners and their advisers who control a Gibraltar company from abroad and must keep it in good standing without local reminders.

Who Must File the Annual Return: Scope and ApplicationCopy link to section

Every company having a share capital registered in Gibraltar must make an Annual Return at least once in every year. This covers private limited companies and public limited companies alike, and there is no exemption.

Dormant entities are not carved out. A company that trades nothing and holds nothing still owes the same return on the same timetable as an active business.

Companies without a share capital fall under a different rule, Section 190 of the Companies Act 2014, and file a separate form. Form FAR01 does not apply to them, so the guidance here is directed at share-capital companies only.

One practical point matters for foreign owners. The Registrar will issue a Certificate of Good Standing only when every Annual Return and set of accounts is up to date, which means lenders, banks, and counterparties effectively police your filing record for you.

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Legal Basis Under Section 188 of the Companies Act 2014Copy link to section

The governing statute is the Companies Act 2014 (Act No. 2014-19), which came into force on 1 November 2014 and replaced the older Companies Act 1930. Section 188 is the provision that obliges every share-capital company to make an Annual Return once in each year.

The £100 filing fee is set by Schedule 24 of the same Act. The Registrar's power to strike a company off the register for persistent default sits at Section 411, covered later in this article.

The Registrar's handling of late filings follows a published practice rather than acting silently. Companies House Guidance Note 13 sets out how a section 17 notice is issued before the late penalty applies, and the official legislation itself is available through the government laws portal at gibraltarlaws.gov.gi.

What the Annual Return (Form FAR01) ContainsCopy link to section

Form FAR01 is a snapshot of the company taken on its return date. It records the current state of the register so that anyone searching it sees accurate information.

The form must show:

• Company name and company number
• The return date
• Registered office address
• Directors' details: name, service address, and date of appointment
• Company secretary details
• Names and addresses of all shareholders
• A statement of capital

The statement of capital asks for the class of shares, the number issued, the nominal value, and how much is paid up versus unpaid. You also enter a five-digit SIC code on the Statistics page, in the box labelled "Main Activity of the Company," describing your principal business activity.

The Statistics page additionally asks for company size, choosing between micro-entity, small, medium, or large. That page states it is not shown on the public record and is collected for statistical purposes only.

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The Return Date: Deadline and Filing FrequencyCopy link to section

The return date is the anniversary of your company's incorporation. Form FAR01 must reach Companies House Gibraltar within 30 days of that date.

Consider a company incorporated on 7 February 2023. Its return date falls on 7 February each year, and the Annual Return is due by 9 March, thirty days later.

Filing is required at least once every calendar year. There is no scope to file more or less often, and the thirty-day window runs from the incorporation anniversary, not from any financial year end.

This deadline stands entirely apart from your other filing dates. Accounts are due 13 months after the financial year end and the tax return 9 months after it, so the Annual Return runs on its own clock and must be tracked separately.

How and Where to File the Annual Return with Companies House GibraltarCopy link to section

Filings go to Companies House Gibraltar, the competent registry. The main route is electronic, through the e-Registry platform at www.companieshouse.gi.

To use the platform you first need a Unique Identifier (UID). You obtain it by submitting a UID Application Form to the registry, which then issues login credentials, so the access step is not instant and should be arranged ahead of time.

Where the standard route does not fit, an upload route exists:

• If your shareholding or share capital has changed since the last return, you cannot use the Annual Return module and must file through the Document Upload module instead.
• When uploading, the entire FAR01 must be submitted as a single OCR'd PDF; multiple files or pages for the same document are rejected.
• Fees on the Document Upload module are taken from your normal account rather than your web account.

Director, secretary, and registered office changes can be bundled with the return in one e-Filing session, which saves duplicated effort. A paper alternative remains: Form FAR01 can be delivered in person at Companies House Gibraltar, with payment by cheque made out to "Companies House Gibraltar" or settled at reception. Standard e-Registry filings take 24 hours to process, and the form itself can be downloaded directly from the registry.

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Government Fees for Filing the Annual ReturnCopy link to section

The fee for filing Form FAR01 is £100, set by Schedule 24 of the Companies Act 2014 and payable at the time of filing. This figure rose from £91 in March 2024 under the Companies Act (Fees) (Amendment) Regulations 2023, effective 1 March 2024, and a further fee revision followed in August 2025.

Because fees have moved more than once, confirm the live amount against Companies House Guidance Note 19, the Table of Fees, before you file. The current version is published through the registry's guidance index.

Folding a registered office change into the Annual Return rather than filing Form FREG01 separately avoids the £26 that the standalone change would cost. The £100 Annual Return fee is a separate charge from the accounts filing fee and from any statutory notice fees.

Penalties for Late Filing or Non-FilingCopy link to section

Miss the deadline and a £250 late penalty applies, imposed after the Registrar issues a section 17 notice. The penalty is automatic in the sense that no one will chase you for the underlying filing; the consequence simply attaches.

Where a return runs more than 24 months overdue, an additional charge of £100 per year of default accrues on top of the initial £250. This per-year figure is drawn from a corporate provider's guide rather than primary text, so verify it against the current Guidance Note 13 before relying on it.

Beyond the civil penalty there is a criminal dimension. If the filing duty is not met within the relevant period, the company and every officer in default commits an offence and is liable to a fixed penalty, or on summary conviction to a fine up to level 3 on the standard scale, and imprisonment.

These charges sit independently of any penalties for late accounts or late tax returns, and they do not lapse. Unpaid penalties accumulate, can block future filings, and ultimately point toward strike-off.

Strike-Off and Dissolution as the Ultimate Consequence of DefaultCopy link to section

Under Section 411 of the Companies Act 2014, the Registrar may strike a company off the register where no Annual Return has been filed for the previous three calendar years. Guidance Note 13 confirms this power applies to private companies; public limited companies are expressly excluded from the automatic three-year strike-off. The Registrar also holds a discretionary power to remove companies that appear to have stopped trading.

The consequences run deep. Once a company is struck off, its assets pass to the Crown as bona vacantia, and restoration requires a Supreme Court order, legal fees, and settlement of all arrears, with restoration services routinely exceeding £1,000 to £1,500 before penalties are added.

Even a planned, orderly exit is affected. Before a voluntary strike-off can proceed, every outstanding filing, fine, and liability must be cleared, so a company carrying unpaid Annual Returns cannot simply be wound down.

Dormant Companies and the Annual Return ObligationCopy link to section

Dormancy changes nothing here. Section 188 requires every share-capital company to file an Annual Return each year, with no exception for companies that have ceased trading.

The form anticipates this. Form FAR01 carries a dedicated SIC code, 99999, for a dormant company, confirming that the registry expects dormant entities to file. A dormant company with no changes to its directors, shareholders, or registered office can use the standard Annual Return module of the e-Registry.

The terms match those for an active business: the same 30-day deadline, the same £100 fee, and the same £250 late penalty and strike-off exposure. The sources retrieved show no reduced or nil fee for dormant companies, so plan on the full £100.

A dormant company also still files its CT1 tax return with the Income Tax Office. The Annual Return and the tax return are separate obligations, and both survive dormancy.

Practical Tips for Staying Compliant with the Annual ReturnCopy link to section

The registry does not send reminders for most filings, so the burden of tracking the date rests entirely with you. Counting forward thirty days from the incorporation anniversary, and setting an internal alert well before it, is the single most useful habit a non-resident owner can build.

• Diarise the return date and set a reminder 45 to 60 days ahead, leaving time to gather information, complete Form FAR01, obtain the UID, and pay the fee.
• Apply for the Unique Identifier early; it is not issued on the spot, and first-time filers in particular should request it well before the deadline.
• If shareholding or share capital has changed since the last return, prepare a single OCR'd PDF and file through the Document Upload module.
• Combine any director, secretary, or registered office changes into the same filing session to cut duplicated work and fees.
• Keep every filing confirmation from the e-Registry, with the date and the registry's acknowledgement, as proof of timely compliance.
• Confirm the live fee against Guidance Note 19 before paying, since fees changed in March 2024 and again in August 2025.

If you need a Certificate of Good Standing for banking, refinancing, or due diligence, remember it depends on every Annual Return being current. Many foreign owners appoint a licensed Gibraltar registered agent precisely to monitor these dates from inside the jurisdiction, given the absence of official notices.

ConclusionCopy link to section

The Annual Return is administratively light but unforgiving on timing: a £100 fee and a confirmation of basic company details, owed within thirty days of your incorporation anniversary, with no reminder and no dormancy relief. Treat it as a fixed annual appointment rather than a task that surfaces when prompted, because the registry will not prompt you.

The practical takeaway for an owner abroad is to fix the return date in a calendar you actually watch, or hand the monitoring to a local agent. Letting returns lapse is how an otherwise solvent company drifts toward penalties, lost good standing, and eventual strike-off.

How Expanship Can Help Your Business in GibraltarCopy link to section

Expanship prepares and files your Annual Return (Form FAR01) with Companies House Gibraltar, tracks the return date so the thirty-day window is never missed, and manages the UID and e-Registry steps on your behalf. The same team supports the wider obligations a foreign-owned company carries in the jurisdiction, from formation through to ongoing maintenance.

• Company formation and registration in Gibraltar
• Registered agent and registered office services
• Ongoing compliance monitoring and filing management
• Accounting and bookkeeping support
• Economic substance and beneficial ownership assistance
• Banking introductions for non-resident owners

To discuss keeping your company compliant and in good standing, contact Expanship Gibraltar.

Frequently Asked QuestionsCopy link to section