Requirements for registering a company in Nigeria
Are you thinking of establishing a new company? Or perhaps you have an existing one? Then you should consider registering your company! Registering a business in Nigeria can give you a lot of benefits, and the process is easier than you think. Continue reading to learn more about how to register a company in Nigeria online.
Why do I need to register a company in Nigeria?
The are a lot of companies in Nigeria and that means there are a lot of competitors! The main reason to register your company is that the registration will provide you with legal backing for your business. It is very important to take things seriously even at the very beginning. It will also bring more trust to your business, so it will be easier to find new clients. Registering a company provides protection for your Company name, and you will have no problems with it in the future.
You've given it a thought, and now you want to register your company in Nigeria with the Corporate Affairs Commission or CAC of Nigeria? Great! But before registration, you need to know the requirements in order to do it right.
What are the requirements for registering a company in Nigeria?
Certainly, to register your business, you need to know the essential requirements. You can find them listed below:
➤ Your company has to have at least two members, but no more than 50 members.
➤ 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.
➤ 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 first 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.
How to register a company in Nigeria?
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Before doing anything, find a good lawyer that will help you with filing the documents and will assist you with all the steps of the registration.
Do you meet all the requirements? Now you are ready to become a part of the business in Nigeria. In order to register your company, follow the steps listed below:
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. The fees can be checked here - Fees.
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.
Once again, make sure to visit the official website and check the fees. You don’t want to waste money because of your mistakes, right?
Now you know how to register a company in Nigeria with CAC. Registering a company is not a very complicated process, but it certainly takes a lot of money and time. We hope that this article will prepare you for registering your company. Who knows, maybe you will start an online business in Nigeria!
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