How to File a BRELA Annual Return in Tanzania, Step‑by‑step (2026 Update)

Every company registered in Tanzania is required by law to file an annual return with the Business Registrations and Licensing Agency (BRELA), the country’s Registrar of Companies. Understanding how to file a BRELA annual return in Tanzania is essential for directors, company secretaries, accountants and compliance officers who need to meet the statutory deadline, within 28 days of the company’s incorporation anniversary, or face escalating penalties and, ultimately, the risk of being struck off the register. The filing is completed online through the BRELA Online Registration System (ORS) using Form 128, the prescribed annual return form under the Companies Act, Cap. 212 (R. E. 2023).

This guide walks through every stage of the 2026 process, from eligibility checks and document preparation to ORS navigation, payment and post‑submission compliance.

Overview of the BRELA Annual Return Process and Who It Applies To

The annual return is one of the core post‑incorporation obligations imposed on companies by the Companies Act, Cap. 212 (R.E. 2023). It serves as a periodic update to the Registrar of Companies, confirming that the company’s registered particulars, directors, shareholders, share capital, registered office address and beneficial ownership information, remain current and accurate.

The obligation applies to every company incorporated in Tanzania, whether private or public, and to every foreign company that has registered a branch or place of business in the country. The return must be delivered to BRELA within 28 days after the anniversary of the company’s incorporation date. Failure to file within that window triggers statutory penalties and, if the default persists, may lead to BRELA publishing strike‑off notices in the Government Gazette.

Since the migration to the BRELA ORS portal, paper filings are no longer accepted for annual returns. All filings are made electronically by completing Form 128 within ORS, uploading the required attachments, paying the statutory fee online, and downloading the acknowledgement receipt. Companies that have not yet created an ORS account must do so before the filing window opens. For a broader overview of the ORS platform and initial company registration, see our guide to online company registration and post‑incorporation filings through BRELA ORS.

Eligibility and BRELA Annual Return Requirements

Before beginning the filing process, confirm that your company falls within scope and that the right person is authorised to sign and submit the return.

Which companies must file

• Private companies limited by shares. The most common company type in Tanzania; must file annually regardless of size or trading status.
• Public companies. Subject to the same annual return obligation, with additional disclosure expectations around financial statements.
• Companies limited by guarantee. File Form 128 with membership details in place of share capital data.
• Foreign companies (branches). A foreign company registered under Part XI of the Companies Act must file an annual return for its Tanzanian branch, together with any documents required under the branch registration regime.

Who may sign and submit

Form 128 must be signed by a director or the company secretary. Where the filing is handled by an authorised agent (such as a law firm or corporate services provider), a duly executed power of attorney or written authorisation letter must accompany the submission. The signatory’s details must match those held on the BRELA register; if a change of directors has not yet been notified, that filing should be completed first.

ORS account and payment prerequisites

To file through ORS, you need an active BRELA ORS account linked to the company’s registration number. Payment can be made via the ORS payment gateway, which accepts bank transfers, mobile‑money channels and card payments. Confirm your preferred method is enabled in your ORS profile before you reach the payment stage, payment failures are one of the most common causes of incomplete filings.

BRELA annual return requirements in 2026 also extend to beneficial ownership information. Where the company has identified beneficial owners, their particulars must be entered (or confirmed as unchanged) during the Form 128 completion process.

How to File a BRELA Annual Return in Tanzania: BRELA ORS Filing Steps

The following numbered steps walk through the entire ORS filing process. The timeline table below summarises who performs each step and how long it typically takes.

Step 1, Prepare Your Documents and Log In to ORS

Before touching the ORS portal, assemble every document you will need. Working from incomplete records is the single most common reason filings stall mid‑process. You will need:

• A printed and signed copy of Form 128. Download the current version from the BRELA company forms page. Complete it in draft, have the authorised director or secretary sign the original, then scan it to PDF.
• A current list of directors with full names, nationalities, residential addresses and dates of appointment. Cross‑check against BRELA’s records, if any changes have not been notified, file the appropriate change‑of‑particulars form first.
• The shareholder register and share capital statement, showing classes of shares, number of shares issued and the name and address of every shareholder.
• Financial statements or accounts (where BRELA or the Companies Act requires them to accompany the return).
• Beneficial ownership information, including national ID or passport copies for each beneficial owner where required.
• Proof of registered office address, only needed if the address has changed since the last filing.
• Power of attorney or authorisation letter, only needed if an agent is filing on the company’s behalf.

All uploaded documents should be in PDF format. Ensure each file is clearly named (e.g., “Form128_CompanyName_2026_signed.pdf”) and is under the ORS maximum upload size. Once your documents are ready, log in to the BRELA ORS portal at ors.brela.go.tz using your registered username and password. If you do not yet have an account, register first and link the company’s registration number to your profile.

Step 2, Navigate ORS to the Annual Return Filing Menu

After logging in, follow this menu path:

1. From the ORS dashboard, select New e‑Service.
2. Choose the Company service category.
3. Select Filing an Annual Return / Accounts (the exact label may read “Annual Return” depending on the ORS version).
4. Enter or select your company name / registration number to load the company profile.

The system will display the company’s current BRELA‑registered details. Review them carefully before proceeding, if any data is outdated (e.g., a former director still listed), you should file the necessary amendment before submitting the annual return, because Form 128 must reflect the position as at the return date.

Step 3, Complete Form 128 in the ORS

ORS presents Form 128 as a series of on‑screen fields. You will enter or confirm each of the following sections:

• Company name and registration number. Pre‑populated from your selection; verify for accuracy.
• Registered office address. Confirm or update. If the address has changed, attach proof (lease, utility bill).
• Directors’ particulars. Full legal name, nationality, residential address, date of birth and date of appointment for every current director. For 2026 filings, the form may prompt additional fields such as national identification numbers or Tax Identification Numbers (TINs).
• Company secretary details. Name, address and professional qualifications (if applicable).
• Share capital. Authorised and issued share capital, number of shares by class, nominal value per share. If there has been an allotment or transfer since the last return, update accordingly and attach the relevant resolutions.
• Shareholders / members. Name, address and shareholding of every member. For companies limited by guarantee, state the amount each member undertakes to contribute.
• Beneficial ownership information. Enter full particulars of each beneficial owner, name, date of birth, nationality, nature and extent of interest, and national ID or passport number. This disclosure requirement has been emphasised in the 2026 ORS version.
• Accounting reference date. The date to which the company’s financial year runs.
• Return date. The date made up to, typically the anniversary of incorporation.

Common field errors at this stage include mismatched share totals (issued shares exceeding authorised capital), inconsistent director dates, and leaving the beneficial ownership section blank. Review each section before moving to the attachment stage.

Step 4, Attach Documents, Pay the Filing Fee, Submit and Download Acknowledgement

Once all Form 128 fields are complete:

1. Upload attachments. Attach the signed, scanned Form 128 (PDF), financial statements (if required), any supporting resolutions, and the beneficial ownership documentation. Confirm each upload is successful, ORS will display a green confirmation indicator next to each file.
2. Proceed to payment. ORS will calculate the statutory filing fee based on the company type and share capital. Select your payment method (bank transfer, mobile money or card) and complete the transaction. Save the payment reference number immediately.
3. Submit the return. After payment clears, click Submit. ORS will generate a submission acknowledgement with a unique transaction reference.
4. Download and save the acknowledgement. Save the PDF acknowledgement to your company records. This is your proof of timely filing. BRELA will also send a confirmation email to the registered address, check that it arrives and file it.

If the ORS payment gateway fails or times out, do not re‑submit the return without first checking whether the payment was debited. Contact BRELA or your payment provider to confirm the transaction status. Filing the same return twice can create duplicate records that require manual correction.

Documents Needed for the BRELA Annual Return

The table below consolidates every document and piece of information you should have on hand before you begin. Preparing these in advance is the most reliable way to ensure a smooth, single‑session filing.

For related post‑incorporation filings, including how to register a company in Tanzania as a foreigner or how to obtain a tax clearance certificate online, consult the linked guides.

Annual Return Deadline Tanzania, Timeline and Key Deadlines

The filing deadline is defined by the Companies Act, Cap. 212 (R.E. 2023): a company must deliver its annual return to the Registrar within 28 days after the anniversary of its incorporation. The anniversary is the calendar date on which the certificate of incorporation was issued.

Worked example: A company incorporated on 10 May 2019 has an anniversary date of 10 May each year. Its 2026 annual return must be filed no later than 7 June 2026 (28 days after 10 May). If day 28 falls on a weekend or public holiday, prudent practice is to file before the last business day within the 28‑day window, BRELA has not published a formal extension policy for weekends.

Industry observers expect BRELA to continue tightening enforcement of the annual return timeline in 2026, with shorter intervals between missed deadlines and the issuance of strike‑off notices. Directors should treat the 28‑day window as a hard deadline, not an aspirational target.

Cost to File an Annual Return in Tanzania, Fees and Payment

BRELA charges a statutory filing fee for each annual return. The exact amount varies by company type and share capital band and is displayed by the ORS system at the payment stage. Because fee schedules can be updated by BRELA without prior notice, always confirm the amount shown in ORS before completing payment.

Retain your ORS payment receipt as part of the company’s statutory records. If a payment fails or is debited but not reflected in ORS, contact BRELA’s helpdesk with the transaction reference before re‑attempting the payment to avoid double charges.

What Changed in 2026, BRELA Annual Return Updates

BRELA has progressively updated its company forms and ORS platform as part of the agency’s broader digitalisation programme. The likely practical effects for companies filing annual returns in 2026 include the following changes:

• Expanded beneficial ownership fields. The ORS now places greater emphasis on beneficial ownership disclosure during the Form 128 process. Filers are prompted to enter, or positively confirm, beneficial owner particulars, including national identification numbers and the nature and extent of each beneficial interest. Leaving these fields blank may prevent submission.
• Updated Form 128 layout. BRELA has refreshed certain company forms on its documents page. The 2026 version of Form 128 may contain additional fields or re‑ordered sections compared to earlier versions. Download the latest Form 128 directly from BRELA before each filing cycle to avoid using an outdated template.
• ORS user‑interface refinements. Early indications suggest the ORS dashboard and menu labels have been updated for clarity. The annual return filing path may use slightly different wording (e.g., “Annual Return” instead of “Filing an Annual Return/Accounts”). Navigate carefully and confirm you have selected the correct service before entering data.
• Increased enforcement activity. BRELA has published public notices emphasising compliance with annual filing obligations. Companies with outstanding returns face a higher risk of receiving compliance notices and being listed for potential strike‑off proceedings.

These changes reinforce the importance of reviewing the BRELA forms page and the ORS interface at the start of each filing season, rather than relying on prior experience or saved templates from earlier years.

Common Pitfalls When Filing a BRELA Annual Return and How to Avoid Them

• Using the wrong anniversary date. The filing window runs from the incorporation date, not the financial year‑end. Confirm the exact date on your certificate of incorporation or BRELA company extract before calculating the deadline.
• Submitting an unsigned Form 128. ORS requires a signed, scanned copy of Form 128 as an attachment. An unsigned form will be rejected. Print, sign, scan and upload, in that order.
• Leaving beneficial ownership fields blank. The 2026 ORS version may block submission if beneficial ownership particulars are not entered. Prepare this information in advance, including national ID or passport copies for each beneficial owner.
• Mismatched share capital figures. Issued shares must not exceed authorised capital. If an allotment has occurred since the last return, file the allotment form before (or simultaneously with) the annual return to bring the register up to date.
• Upload format or file‑size errors. Use PDF format for all attachments. Keep files under the ORS maximum upload size. Large financial statements may need to be compressed or split into multiple files.
• Payment gateway failures. Confirm your payment method is enabled in your ORS profile before you reach the payment screen. If a payment times out, check your bank or mobile‑money account before re‑attempting, duplicate payments require a refund process through BRELA.
• Filing without updating director or address changes first. Form 128 must reflect the current position. If a director has resigned or been appointed since the last return, file the change‑of‑particulars form before submitting the annual return.
• Failing to save the acknowledgement. The ORS submission acknowledgement is your proof of timely filing. Download and store it immediately, do not rely on the confirmation email alone.

Sources

1. BRELA, Business Registrations and Licensing Agency (Company Forms)
2. BRELA, Form 128 (Official Form File)
3. BRELA ORS, Online Registration System
4. Office of the Solicitor General, Companies Act, Cap. 212 (R.E. 2023)
5. TanzLII, Companies Act 2002 (Published Text)
6. Tanzania National Business Portal