In this write-up, we explained the requirements to register a Company/ Business in Nigeria WITH CORPORATE AFFAIRS COMMISSION (CAC). Type of businesses or company, required documents, time frame, etc
Registering your business or company or organization in Nigeria with CORPORATE AFFAIRS COMMISSION (CAC) makes it to be a legitimate business.
The following are the requirements you need to register your business.
- The desired business / company name must not be in use by another person.
- Your company has to have at least two directors, but no more than 50 members. A director must be above 18 years of age.
- Minimum of 1 million share capital. Note: This does not mean 1 million as money
- The members of your company have to be at least 18 years old (However, they may be younger if at least two of your members are over 18).
- You can’t register your company if there are members of unsound mind, disqualified by CAMA or bankrupt. Read more:
- The minimum share capital of your business has to be at least N10,000. No less! You will also need to fill the documents listed below. We will talk about them shortly:
- A Notice of registered address of your business;
- Articles of Association and Memorandum;
- Receipt of payment of your stamp duties;
- Particulars, list, and consent of the Directors of your company;
- Statement of compliance by legal practitioner; Note that the process of registering your company may take 3-6 weeks, depending on the schedule of the CAC so be ready and patient.
- Time frame to complete the registration 3-6 weeks..
Types of Companies in Nigeria
In Nigeria, there are several types of business. The following are some of the types of business structures in Nigeria. Though, some are more of academic/ in theory.
- SOLE PROPRIETORSHIP
- THE LIMITED PARTNERSHIP
- PRIVATE COMPANY
- PUBLIC COMPANY
- LIMITED LIABILITY PARTNERSHIP
- REGISTERED COMPANY LIMITED BY SHARES
How to register Business/ Company in Nigeria with CORPORATE AFFAIRS COMMISSION (CAC)
1. Choose a name for your Company Actually, you should do this step before registering your company. The name has to be suitable and will be submitted to CAC. They will run an availability search and will see if you can use the name. In order to save some time, submit at least two names for your company. It is easier to do a couple of names in a row and see if one of them will work than submit one name, receive a refusal and send another.
Note that your name will be rejected if it already exists or you have words such as:
In order to use these words, you need to have special permission. The process of getting a name for your company may take up to a week. Don’t forget to submit more than one name!
2. The Preparation of Memorandum and Articles of Association
Remember we told you about preparing some documents? Well, now it is time to do it! You can do it after your name is submitted or during the process of submission. In order to prepare the documents, you will need to have a lawyer. He will be responsible for preparing the needed documents.
You will need to tell him the names of the first directors of the company, and the names of the shareholders. They have to meet the requirements that we listed (have to be older than 18, crime-less, etc.) The directors will be inspected by the CAC, and they will have to provide means of identification.
3. The incorporation forms
The next step is to fill the incorporation forms from the CAC. There will be a number of documents that you have to fill. You can use the help of the secretary, lawyer or accountant. The person will also be responsible for filing the documents for the Corporate Affairs Commission after the registration of your company.
The form filling process:
– The Statement of Share Capital and Return of Allotment form (Form CAC 2) – filled by one director;
– The Notice of Situation/Change of Registered Address form (Form CAC 3) – signed by the secretary and director;
– The Particulars of Director form (Form CAC 7) – filled by all the directors;
– The Declaration of Compliance with the requirements of CAMA form (Form CAC 4) – filled by the firm accredited by CAC;
– Two directors of the company have to sign a form appointing the new company secretary to the company (the one that is responsible for the documents after registration).
When all documents are willed, they are to be submitted back to the CAC together with the Memorandum and Articles of Association. You should submit them after payment.
You will also have to complete the pre-registration form – the CAC 1.1 online, or download it from the official site, fill it and submit it to CAC as well.
4. The payment
You have to pay the filing fee to CAC. Note that you should check the CAC fees before registering your company if you don’t want to lose any additional money.
You are also required to pay the Stamp Duty fee to the FIRS (the Federal Inland Revenue Services). You may pay at a designated bank into the account of FIRS.
After the payment, the documents will proceed to the Stamp Duty where they are stamped. Then they are submitted to CAC. After six weeks of the date of your submission, you will receive the Certificate of Incorporation/Registration.
What should you do after receiving the Certificate of Incorporation/Registration? There are things that you should follow if you don’t want to get fines. You need to:
– Hold an Annual General Meeting (AGM) each year;
– Fill annual returns 42 days after AGM;
– Register for Companies Income Tax and Value Added Tax with FIRS;
– If it applies to your company, then register for the Special Control Unit Against Money Laundering.