# Annual filing for Malaysian NPOs: every deadline in one calendar (society and CLBG) > What you file, and by when, depends on whether you're a society or a company limited by guarantee (CLBG). A **society** sends its annual statement to the Registrar of Societies (ROS) within 60 days after its AGM — or, with no AGM, within 60 days after year end \[1, s14(1)\]. A **CLBG** lodges an annual return with SSM within 30 days of its incorporation anniversary, and its audited financial statements within 30 days of its AGM, which a CLBG, as a public company, must hold within six months of its financial year end [3][5]. LHDN adds its own calendar on top: Form E by 31 March if you have any employees [7], and a company income tax return within seven months of your financial year end if you're a CLBG [8]. None of these four calendars talk to each other — that's the trap. Source: https://donorcare.my/resources/annual-filing-deadlines-npo Reviewed: 2026-09-28 Reference material, not legal or tax advice. Confirm with LHDN or your own advisor before acting. ## The AGM you didn't hold yet is the deadline you're already inside The most common way a society misses its ROS filing isn't neglect — it's arithmetic. The 60-day clock starts at your AGM, not at your financial year end \[1, s14(1)\]. If your committee pushes the AGM from March to June because quorum was hard to get, your ROS deadline moves with it — by law, to 60 days after whatever date the AGM actually happens. If no AGM is held at all in a calendar year, the fallback deadline is 60 days after 31 December \[1, s14(1)\]. What a society must send the Registrar within that 60-day window, under section 14(1): any rule amendments since the last return; a complete list of office-bearers and member count; the society's registered address; the last financial year's accounts and balance sheet; and details of any foreign affiliation or money received from outside Malaysia \[1, s14(1)(a)–(db)\]. An annual audit is a separate question. Section 26 requires a society to submit its accounts for audit **at least once a year**, by a Registrar-approved auditor, but that section sits in Part II of the Act, which section 19 applies to mutual benefit societies only \[1, s19, s26(1)\]. For any other society, the Act requires the constitution to provide for "the appointment of one or more auditors", so your own constitution says who audits the accounts and when \[1, First Schedule, para 1(k)\]. The Registrar can also order any society to furnish duly audited accounts \[1, s14(2)\]. See [What do the AGM and auditor need from us?](https://donorcare.my/resources/agm-audit-donation-income). **Practical tips:** - Put the AGM date in the constitution's own terms into your calendar first — the ROS deadline is a _consequence_ of that date, not a fixed calendar date of its own. - If your constitution has the accounts audited before they are tabled, line up your auditor's engagement months before the AGM, not the week before. Accounts that are not ready for the AGM delay the AGM, and the ROS filing with it. - ROS accepts the annual statement online through its eROSES system, filed by the society's registered secretary account holder [2]. ## What actually happens if the annual statement is late This is the question every new secretary asks, and the honest answer is more specific — and less alarming — than "you'll be fined." The Act attaches no stated fine directly to missing the section 14(1) deadline itself. Instead it sets out a two-step mechanism: 1. The Registrar can formally **order** a society to furnish information — including duly audited accounts — under section 14(2), separate from the routine s14(1) duty, with its own deadline of not less than seven days, extendable on request \[1, s14(2)–(3)\]. 2. If a society doesn't comply, section 15(2) makes every office-bearer served with it liable, on conviction, to **a fine not exceeding RM5,000** — unless they show due diligence beyond their control \[1, s15(2)\]. Continued non-compliance lets the Registrar make a **provisional dissolution order**; if the information still isn't supplied within 30 days, the dissolution becomes absolute and the registration is cancelled \[1, s14(5)–(7), s13(1)(d)\]. In short: the RM5,000 figure attaches to ignoring a _follow-up order_, not the routine return itself, and the ultimate consequence is losing registration, not a bill. **What we could not confirm from the Act:** whether ROS applies a separate administrative penalty simply for a return filed late but before any s14(2) order issues. Confirm with ROS directly. ## The company route: annual return and financial statements are two separate clocks If your organisation is a CLBG, SSM runs two lodgements on two different clocks — the Companies Act 2016 deliberately "decoupled" them from the older 1965 regime [3]. **Annual return — section 68.** Every company must lodge an annual return **within 30 days of the anniversary of its incorporation date**, every calendar year, regardless of its financial year end [3] — a fixed date tied to when SSM incorporated you, not to your accounts. **Financial statements — section 259.** A company limited by guarantee is a public company \[5, s11(2)\], so it lodges its audited financial statements **within 30 days of its annual general meeting** \[5, s259(1)(b)\]. A public company must hold that AGM in every calendar year, within six months of its financial year end and not more than fifteen months after the last one, and must circulate the financial statements to members at least 21 days before it \[5, s258(1)(b), s340(1)–(2)\]. The rule you may see quoted, 30 days from circulation to members, is the one for private companies and does not apply to a CLBG \[5, s259(1)(a)\]. The date your AGM is actually held sets this deadline. **Practical tips:** - Calendar the incorporation anniversary separately from your financial year end — treating them as one date is the single most common CLBG filing mix-up. - If you can't meet either deadline, apply for an extension of time (EOT) **before the original deadline expires**, under section 259(2) [4]. Applying after the deadline has already passed doesn't help. - If your financial year end changes and that pushes your circulation or lodgement date later than it would otherwise have been, you need a fresh EOT for that too — not just for the AGM itself [3]. **What happens if you're late.** Section 68(9) sets the annual-return penalty at a fine not exceeding **RM50,000**, plus up to **RM1,000/day** continuing after conviction; section 68(8) lets the Registrar strike a company off after **three or more consecutive years** of non-lodgement [5]. Section 259(3) sets the same RM50,000-plus-RM1,000/day exposure for financial statements [5]. A narrower provision, section 260(3) — only an exempt private company's substitute certificate — caps lower, at **RM20,000** plus RM1,000/day [5]. A CLBG is a public company, so that route is not open to it \[5, s11(2)\]. ## LHDN runs its own calendar, on top of ROS or SSM Whichever registration body you answer to, LHDN adds two more dates that depend on facts about your organisation, not your entity type. **Form E — every employer, 31 March.** If your organisation has even one employee — a caretaker, an office administrator, a part-time bookkeeper — you are an employer for this purpose, and Form E is due by **31 March** of the year following the year the employment income was paid [7]. This applies whether you're a society, a CLBG, or tax-exempt under subsection 44(6) — Form E reports what you paid your staff, not your own tax position. **Form C — companies, seven months after financial year end.** Under section 77A(1) of the Income Tax Act 1967, a company (including a CLBG), an LLP, a trust body or a co-operative society must furnish its income tax return within **seven months from the close of the accounting period** [8]. LHDN's annual Return Form Filing Programme confirms the exact administrative deadline and e-Filing arrangements each year — check the version current for your year of assessment [8]. **If you're approved under subsection 44(6).** Approval exempts your organisation's own income from tax under paragraph 13(1) of Schedule 6, and lets donors deduct their gifts — but the approval letter itself states any receipt format, register or notification conditions attached to your specific approval [6]. We could not confirm, from a primary LHDN source, a standalone _annual filing_ obligation distinct from Form C/Form E for every 44(6)-approved body — this varies by your structure and your own approval letter. See [What is s44(6) approval and how do we get it?](https://donorcare.my/resources/s44-6-approval), and confirm ongoing conditions against your own letter or with LHDN. ## Your calendar in one table | Filing | Who | Deadline rule | Source | | ----------------------------------------- | ----------------------------------------------------------------------------- | ---------------------------------------------------------------------------- | ------------------------------------- | | Annual statement (Penyata Tahunan) to ROS | Every registered society | Within 60 days after the AGM, or 60 days after 31 December if no AGM is held | Societies Act 1966, s14(1) [1] | | Annual audit of accounts | Mutual benefit societies only (other societies follow their own constitution) | At least once every year, by a Registrar-approved auditor | Societies Act 1966, s19, s26(1) [1] | | Annual Return to SSM | Companies limited by guarantee | Within 30 days of the anniversary of incorporation | Companies Act 2016, s68 [3] | | Annual general meeting | Companies limited by guarantee | Every calendar year, within 6 months of the financial year end | Companies Act 2016, s340(1)–(2) [5] | | Financial statements lodgement to SSM | Companies limited by guarantee | Within 30 days of the AGM | Companies Act 2016, s259(1)(b) [5] | | Form E | Any organisation with at least one employee | By 31 March each year | LHDN Form E filing instructions [7] | | Company income tax return (Form C) | Companies limited by guarantee | Within 7 months of the close of the accounting period | Income Tax Act 1967, s77A(1) [8] | ## What this means for your organisation 1. **Identify which calendars apply to you** — your registration body (ROS or SSM), Form E if you have staff, Form C if you're a CLBG — and put all of them in one shared calendar, not four people's heads. 2. **For a society:** find your AGM date in your constitution, and set your ROS reminder 60 days from whenever the AGM actually happens, not a fixed calendar date. 3. **For a CLBG:** calendar the incorporation anniversary (annual return) separately from your AGM date (financial statements) — genuinely two different clocks. 4. **Book your audit early.** The audit is almost always what's actually late — the filing deadline just inherits the delay. 5. **If you'll miss a company deadline, apply for an EOT before the original date passes** — not after. 6. **Don't guess at your 44(6) obligations from a rule of thumb.** Check your own approval letter, and confirm anything it doesn't cover with LHDN. 7. **Keep last year's filed copies where a new secretary or treasurer can find them.** The most common cause of a late filing isn't the deadline — it's nobody being sure what was filed last year, or by whom. ## Common questions ### Our AGM keeps moving. Does our ROS deadline move with it? Yes. The 60-day window runs from whenever the AGM is actually held, not a fixed date \[1, s14(1)\]. With no AGM in a calendar year, the fallback is 60 days after 31 December. ### Will ROS fine us for a late annual statement? The Act states no fine directly for a late section 14(1) return. If ROS follows up with a formal order under section 14(2) and it isn't met, office-bearers can be fined up to RM5,000, and the society risks a provisional — then absolute — dissolution order \[1, s14(2), s15(2), s14(5)–(7)\]. Confirm current ROS practice for a simply-late return, with no order issued, directly with ROS. ### Is our CLBG's annual return due the same date as our financial statements? No — two separate clocks. The annual return is due 30 days after your incorporation anniversary; financial statements 30 days after your AGM, because a CLBG is a public company [3][5]. ### Do we need to file anything with LHDN if we have no paid staff? Form E only applies with at least one employee [7]. A CLBG still has its own Form C obligation regardless of staffing [8]. A society with no staff and no company structure may have no LHDN filing beyond what its 44(6) approval specifies — see [What is s44(6) approval?](https://donorcare.my/resources/s44-6-approval). ### Can our audit happen after our AGM? For a CLBG, no — the audited financial statements are laid at the AGM, and must be circulated to members at least 21 days before it \[5, s258(1)(b), s340(1)(a)\]. For a society, the Act sets no order: the annual audit duty in section 26(1) applies to mutual benefit societies only, and for any other society the constitution governs \[1, s19, s26(1)\]. If your constitution has audited accounts tabled at the AGM, the audit has to come first. See [What do the AGM and auditor need from us?](https://donorcare.my/resources/agm-audit-donation-income). ### Does choosing society vs CLBG change these deadlines? It changes which set applies to you, not whether deadlines exist. See [Society vs Company Limited by Guarantee](https://donorcare.my/resources/society-vs-company-limited-by-guarantee) for the entity-choice question itself. ## Where DonorCARE fits DonorCARE doesn't file anything with ROS, SSM or LHDN on your behalf — those stay your organisation's own submissions, on your own registration body's forms. What it does is make sure the numbers your auditor, board and filing are built on are ready well before any of these deadlines land: - **Every donation in one ledger**, whatever channel it came through, so the accounts you hand your auditor aren't an end-of-year reconstruction project. - **[Close the month](https://donorcare.my/help/organizations/finance/close-the-month/) as you go**, so your financial year end isn't twelve months of catching-up compressed into the weeks before your AGM or audit. - **[Board reports](https://donorcare.my/help/organizations/insights/board-reports/) generated in minutes** — a Financial Summary or Compliance Report for the period your AGM needs to review, instead of a slide deck built by hand. - **[Export what your auditor asks for](https://donorcare.my/help/organizations/finance/export-your-data/)** — a Donation Report, Monthly Summary, or receipts for a period — without re-pulling figures from three systems. - **[Export to SQL Accounting](https://donorcare.my/help/organizations/finance/export-to-sql-accounting/)** if your accountant works from there, so the books behind your CLBG's financial statements come from the same source as your donation records. None of this changes what the Societies Act, the Companies Act or LHDN require — it just means the numbers are ready when the clock starts. [See Reporting →](https://donorcare.my/features/reporting) · [Start free](https://donorcare.my/pricing) ## Sources 1. Attorney General's Chambers of Malaysia, _Societies Act 1966_ (Act 832, Revised 2021), gazetted 15 November 2021, in force 1 December 2021\. lom.agc.gov.my — s14(1) annual statement, 60-day deadline; s14(2)–(3), (5)–(7) dissolution; s15(1)–(2) RM5,000 fine; s19, s26(1) audit (mutual benefit societies); First Schedule, para 1(k). 2. Registrar of Societies Malaysia (ROS/JPPM), eROSES annual statement guidance. ros.gov.my/portal-main/video-gallery-details?id=penyatatahunan — eROSES online submission, corroborating the s14(1) deadline. 3. Suruhanjaya Syarikat Malaysia (SSM), _Companies Act 2016 FAQ, Part M: Annual Returns and Financial Reporting_. ssm.com.my — Q1: s259 lodgement deadlines, s68 annual return (30 days from anniversary); Q10: EOT on an FYE change. 4. SSM, _Practice Note No. 3/2018_. ssm.com.my — EOT procedure and timing under s259(2)/609(2)/340(4). 5. Companies Act 2016 (Act 777), reprint as at 1 August 2022\. ssm.com.my — s11(2) a CLBG is a public company; s68(8)–(9) fines, strike-off after 3 years; s258(1) circulation; s259(1) lodgement; s259(3), s260(3) fines; s340(1)–(2) AGM. 6. LHDN/IRBM, _Overview in relation to the approval of the DGIR under subsection 44(6)_, last updated 9 June 2026\. hasil.gov.my — approval by application; conditions stated in the approval letter. 7. LHDN Return Form Filing Programme for 2026, published 30 December 2025\. hasil.gov.my — Form E due 31 March 2026 for YA2025 remuneration. 8. Income Tax Act 1967 (Act 53, as at 1 January 2026), s77A(1) — companies, LLPs, trust bodies and co-operative societies furnish their return within 7 months of the accounting period's close.