Registering Your Business in Nigeria.
Doing Business in Nigeria or any foreign country can be a daunting undertaking. The initial process usually starts with searching for availability of the business name. Individuals acting as the first Director or the Proprietor of a Company can register directly with the CAC without an agent or the service of a Lawyer.
Authorized agents with the CAC (Corporate Affairs Commission) should either be an accredited Lawyer, a Chartered Accountant, or Chartered Secretary. It is usually more expedient to deal with an authorized agent who understands and has dealt with the complexities of bureaucracy and elements of corruption in a developing country.
According to their website, Companies and Allied Matters Act (1990) established the Corporate Affairs Commission (CAC) to regulate the formation and management of companies in Nigeria. The Commission is the only Agency of Government responsible for registering Companies, Business names and Incorporated Trustees.
The summary of fees and forms can be also found on the CAC website.
BUSINESS IN NIGERIA : TYPES OF COMPANIES
All business enterprises must be registered with the Registrar-General of the Corporate Affairs Commission (Registrar of Companies). These are the business forms or structures accepted for business in Nigeria:
- Private Limited Company (LTD)
- Public Limited Company (PLC)
- Unlimited liability company
- Companies limited by guarantee
- Foreign Company (branch or subsidiary of foreign company)
- Sole Proprietorship
- Incorporated trustees
- Representative office
Except the Sole Proprietorship, the minimum membership for each of these companies is two and the most for private companies is fifty members while there is no upper limit for public companies. For Private companies, a minimum share capital is Ten Thousand Naira and Five Hundred Thousand Naira for public companies with a minimum subscription of 25% of the shares.
Foreign investors setting up business operations in Nigeria must get the local incorporation of the Nigerian branch or subsidiary. Any type of trade or business in Nigeria can be operated by foreign nationals except companies involved in prohibited ventures such as production of arms, narcotics, and related substances.
Non-resident foreign nationals do not require permits before establishing business or investing in Nigeria. However, foreign nationals residing in the country need both a residence permit before forming a company and a business permit to start operation.
The Nigerian Immigration Service processes and approves Residence Permits, while the Federal Ministry of Internal Affairs issues business permits. Also companies intending to use foreign workers need to get expatriate quota from the Nigerian Investment Promotion Council.
BUSINESS IN NIGERIA: EXEMPTION FROM REGISTRATION
The Secretary to the FGN approves any applications for registration exemption by foreign companies for their business in Nigeria for special projects like specific individual loan project for a donor country or international organization, foreign government-owned companies engaged solely in export promotion activities, and engineering consultants and technical experts engaged in specialist projects under a government contract.
SERVICES OFFERED AT THE HEADQUARTERS, ABUJA:
- Incorporation of Companies
- Business Name and Incorporated Trustees Registration
- Same Day Incorporation Services (Express Registration)
- Conducting searches
- Issue of Certified True Copies of filed documents
- Register share capital increases, mortgages, etc.
- Statutory filings of Annual Returns, increase, changes in the memo and articles, addresses, etc.
- Arrange or conduct investigations of any company in the interest of the shareholders and public.
- Management and winding-up of companies.
- Monitoring companies’ Compliance with the Companies and Allied Matters Act (CAMA).
In addition, State Offices located at Lagos,Osun, Kwara,Ondo,Ekiti, Abuja,Calabar, Port-Harcourt also conduct : Business Names registration, Statutory filings which are later transferred to Abuja HQ for processing, Verification and assessment of applications for company incorporation before HQ issues the relevant Certificate, Sale of all statutory forms and publications of the Commission, Customer service inquires and more.
Look out for our next post on Checklist of Steps for Registering a New Company in Nigeria w/ Foreign shareholdings.
For any questions about doing business in Nigeria or further clarification, please contact us.
Author: A Danesi
A. Danesi is a writer, a business and marketing consultant with an MBA in Financial Management. “I love people, writing & crunching numbers…in that order – Please Like, Connect, Comment and Share. Thanks for hanging out!”
Tags: Business Registration, CAC, Corporate Affairs Commission, Doing business in Nigeria, Foreign Investors in Nigeria, How to avoid scammers in Nigeria, Nigerian Business, Registration Agents, Residence permits in Nigeria, State Offices of Corporate Affairs Commission