Form 15 Annual Return Filing Checklist (Sri Lanka)

The 30-working-day filing deadline

Under Section 131, the annual return must be delivered within 30 working days from the date of the annual general meeting.

• The clock starts from the AGM date, not from whenever paperwork is ready
• Written-resolution route companies should apply the same discipline
• Do not assume the annual return can wait until the broader year-end close is complete
• Missing the deadline triggers a DRC non-compliance flag and penalty notice

Statutory register verification before filing

You cannot build an accurate annual return from memory. Before filing, confirm that company records reflect all changes to:

If statutory registers are not current, reconstruct them before completing Form 15. Last-minute reconstruction under deadline pressure is expensive and error-prone.

• Directors and their appointment details — dates, addresses, NIC numbers
• Company secretary details
• Registered office address
• Share register — shareholder names, share classes, and holdings
• Share transfer records for any movements during the year
• Charges register — any charges created, satisfied, or modified

Form 15 completion checklist

1. Verify the company registration number and name match the DRC record
2. Confirm the registered office address is current
3. List all directors with correct appointment dates and personal details
4. Confirm the company secretary details are accurate
5. Record the shareholding position as at the date of the annual return
6. Attach any required supplementary schedules
7. Obtain the required director or secretary certification
8. File through the DRC portal or submit physically within the deadline

Link to the year-end close process

• Form 15 should be treated as part of the broader year-end governance cycle
• The AGM that triggers the Form 15 clock also approves the audited accounts
• Coordinate the Form 15 filing deadline with the income-tax return deadline
• Use the year-end close checklist to ensure the financial statements are ready for the AGM

Consequence of non-compliance

• DRC non-compliance flag affects the company's standing and ability to file other forms
• Penalty notices accumulate with ongoing non-compliance
• Professional fees for late reconstruction of registers often exceed the cost of timely filing
• Prolonged non-compliance may affect the company's good-standing certificate