The Corporate Affairs Commission (CAC) was established by the Companies and Allied Matters Act, which was promulgated in the year 1990 to regulate the formation and management of companies in Nigeria. The CAC is saddled with the responsibility of registering companies in Nigeria. It is a must for company formation in Nigeria if you want to run a legal business here.
Here is a step-by-step process on how to register your company in Nigeria.
1. Get a company name
The first step for any individual to start a company is to get its name registered with the authorities. In the case of Nigeria, after choosing a suitable name for your company it should be promptly submitted to the CAC to check for its availability. Usually, you should submit two names so that if one is taken, the other might be available. A name can be rejected if it already exists, is confusing, or includes prohibited words such as ‘National’, ‘Federal’, ‘Government’ or ‘Holdings’ without special permission. It normally takes up to a week to complete the process of business name registration in Nigeria.
2. Prepare the MOA
This step is best done by a lawyer. He/she is qualified for preparing the Memorandum of Association (MOA) and all the related documents based on the objectives of the company you wish to register. It is the lawyer’s responsibility to request the names of the initial subscribers, directors as well as the shareholders. Each director or subscriber must be above the age of 18, of sound mind, and must not have been convicted of any crime. The directors are required to provide a means of identification for inspection by the CAC.
3. Fill the registration form
After the documents have been duly prepared, you are required to fill a form by the CAC, mentioning all the necessary details, and submit it to the CAC again, together with all the required documents. You can also have a company secretary for your business who can act as a lawyer or an accountant and be completely responsible for filing the documentation with the CAC after the company is registered.
The process of documentation is as follows:
- All directors must fill the Particulars of Director form [Form CAC 7]
- One director must fill the Statement of Share Capital and Return of Allotment form [Form CAC 2]
- One director and the Company Secretary have to fill the Notice of Situation/Change of Registered Address form [Form CAC 3]
- An individual or firm accredited by the CAC can fill the Declaration of Compliance with the Requirements of the Company and Allied Matters Act (CAMA) form [Form CAC 4]
- At least 2 directors have to fill the form appointing a Company Secretary for the company
4. Pay the stamp duty and filling fee
After filling the registration form together with the preparation of the MOA, the next stage is the payment of stamp duty done at an arm of the Federal Inland Revenue Services. The stamp duty is usually paid at a designated bank into the account of the Federal Inland Revenue Services. After the payment, the applicant proceeds to the Stamp Duty Commission, where the Memorandum and Articles of Association (MAA) with some of the incorporation forms are stamped.
After this, the filled forms and accompanying stamped documents are submitted to the CAC. The Certificate of Incorporation will likely be returned after about six weeks from the date of submission.
The documents required for company registration are:
- A notice of the registered address of your business
- Memorandum and Articles of Association (MAA)
- Receipt of payment of your stamp duties
- Particulars, list, and consent of the first directors of your company
- Statement of compliance by a legal practitioner
Essential Requirements to Register a Company in Nigeria
- Your company can have 2 to 50 members
- The members of your company must be at least 18 years old
- You can’t register a company if any of the members are of unsound mind, disqualified by the CAMA, or bankrupt
- The minimum limit of share capital required for company registration in Nigeria is NGN 10,000
Also, just as a precautionary measure, make sure to check with the authority for the fee as you wouldn’t want your money to be wasted. Registering a company in Nigeria can be a complicated process for a foreigner not aware of the regional corporate laws, but with proper research and support, one can start his/her company in a jiffy. Business Setup Worldwide helps entrepreneurs and firms register their company in Nigeria, taking care of all the formalities and legal procedures involved. If you are planning to start a business in Nigeria, do contact us, even if its for a friendly advice!