How To Register A Company In Nigeria
Some people don’t know how to register their businesses in Nigeria, but before we tell you how to register your company we will first tell you what a company is. A company is a try of corporate structure whereby the legal status of the business is separated from the proprietor/ promoter of the business. A company has something that is called corporate personality. Registering a company has it benefits. Like we all know there is two types of companies in the world which are the private and public companies but in this article we will only be concerned with private companies. There are 3 types of private companies these are, A company limited by shares, company limited by guarantees and the last one is unlimited company. In Nigeria
most private companies are limited by shares, Because of these we will talk about only the private companies limited by shares.
CAMA (Company and Allied Matters Act) it deals with the various types of company structures eligibility process for registration/incorporation and rules for operation. The body that is in charge of implementing the provisions of the CAMA is the Corporate Affairs Commission (CAC)
Step 1 – Name Availability/Reservation
First thing to do if you want to register a company is to first register a name and before you do so you will first find out if the name is available by doing so you will go ” Name Availability Search” by doing so you checking if the name you want to use is available or taken. There are two ways which you can do the search firstly you can do a free public search on the CAC website, the website has a public search tool there which you may use to do an initial free search. After conducting this search and finally decide on what name you want to use and confirm that it is not in use by anyone else. After getting the name you will then officially conduct a search using the CAC online portal but the search will cost you 500 naira and if the name
you want to use is available you can reserve it for 60 days.
Note; when you want to reserve a name you must choose a name that is considerably unique ( you should have at least 2 options) it is not wise for you to use generic names as they will most likely be taken already, and also you are restricted from using certain names.
Names that contain the words “Chamber of Commerce”, “Federal”, “National”, “Regional”, “State”, “Government”, “Municipal” or “Chartered”, “Co‐operative” or the words “Building Society”; or
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“Group” or “Holding” Names that in the opinion of the Commission is capable of misleading as to the nature or extent of its activities or is undesirable, offensive or otherwise contrary to public policy; Names that in the opinion of the Commission would violate any existing trademark or business name registered in Nigeria unless the consent of the owner of the trademark or business name has been obtained
Step 2 – Register the Details of the Shareholders.
In Nigeria 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 are over the age of 18) they must be of unsound mind and undischarged bankrupt or
disqualified by CAMA from being a Director Information that will be needed to present includes the name of the shareholders,residential address,occupation,email address and mobile phone number you will also need to provide a valid identity document for example international passport, drivers, license, national identity card etc.
Step 3 – Prepare the Documentation.
The document that are needed for the registration of a company includes
Memorandum and Articles of Association
Notice of registered address of the business
List, particulars, and consent of the first Directors of the
Statement of compliance by legal practitioner
Now with the new CAC process individuals are able to get all the documentation which is required you can get this 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
After making the payments that are relevant online (the amount is base on the share capital of your company) after the payment it is just for you to upload all the documents and your submission is finalized. After submission the CAC will contact you if there are any questions but if there is none then the CAC will inform you once the registration is complete and it just for you to go and pick up your certificate of incorporation from there office.
After getting your Certificate of Registration/Incorporation there are some few things that you are to do which if failed to do will involve fines
Registration for Companies Income Tax and Value Added Tax with the Federal Inland Revenue Service (FIRS)
Special Control Unit Against Money Laundering (SCUML) Registration (if applicable)
Every company in each year is to hold an Annual General Meeting (AGM)
Filing of annual returns 42 days after AGM
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