Your Business and Law: How To Register A Company in Nigeria
Hi Dear Reader,
Do you have a Business/Company and you are probably stuck on how to go about with the registration with Corporate Affairs Commission (CAC)?
Here are few steps to follow
The law that deals with the regulation of companies in Nigeria is the Company and Allied Matters Act (CAMA). It deals with the various types of company structures, eligibility, the process for registration/incorporation, and rules for operation. The regulatory body that is in charge of implementing the provisions of the CAMA is the Corporate Affairs Commission (CAC).
Step 1 – Name Availability/Reservation
This is the first step which can be done using two ways; you can do a free public search on the CAC website- http://publicsearch.cac.gov.ng/comsearch/. After the search, you can confirm if the name has not been used by someone else using the CAC online portal; this search costs N500 (Five hundred naira) and if your name is available you can reserve it for 60 days. It is important to know that you are restricted from using certain names; such as
It’s important to note that when you are reserving a name, you choose a name that is considerably unique (you should have at least 2 options). You should not use generic names, as they will most likely be taken already. Also you are restricted from using certain names –“Chamber of Commerce”, “Federal”, “National”, “Regional”, “State”, “Government”, “Municipal” or “Chartered”, “Co‐operative” or the words “Building Society”; or “Group” or “Holding”
Step 2 – Register The Details Of The Shareholders
Under Nigerian law, a private company must have a minimum of 2 members, and can only have a maximum of 50 members. The founding members must not be – under the age of 18 years old (unless at least 2 other members are over the age of 18), of unsound mind, an undischarged bankrupt, or disqualified by CAMA from being a Director
The information which you will need to present includes – the name of the shareholders, residential address, occupation, email address and mobile phone number. You will also need to provide a recognized identity document e.g. international passport, drivers license, national identity card etc.
Step 3 – Prepare The Documentation
The documents required for the registration of a company include:
- Memorandum and Articles of Association
- Notice of registered address of the business
- List, particulars, and consent of the first Directors of the company
- Statement of compliance by a legal practitioner
Under the new CAC process, individuals are able to get all the required documentation from the CAC portal. However, please note that with respect to the Memorandum of Association and Articles of Association, the CAC portal only provides templates, and therefore if your line of business is one which requires special documentation, you should consider getting these drafted professionally by a lawyer.
Step 4 – Payment, Submission And Pick Up
Once you make the relevant payments online (the amount depends on the share capital of your company), you can upload all the documents and your submission is finalized. After submission, the CAC will contact you if there are any queries. If there are no queries, the CAC will inform you once the registration is complete, and then you can go to their office to pick up your certificate of incorporation.
If you want to find out more about the process for registration at the CAC, you may find out more on their website here – http://new.cac.gov.ng/home/online-registrations/
Post Incorporation Obligation
Once you are given your Certificate of Registration/Incorporation, there are certain things which you have to do, failure of which could involve fines:
i. Registration for Companies Income Tax and Value Added Tax with the Federal Inland Revenue Service (FIRS)
ii. Special Control Unit Against Money Laundering (SCUML) Registration (if applicable)
iii. Every company in each year is to hold an Annual General Meeting (AGM)
iv. Filing of Annual returns after AGM