How to register your company in Nigeria

Toyin Komolafe

Registering your company is one of the very first step you should take towards attaining your big dream. The fact that your business is just coming up doesn’t mean you can’t register it, preparing for the future of your business starts now.

When doing business in Nigeria, you have to register it with the Corporate Affairs Commission which is the Agency empowered by the Company and Allied Matters Act 1990, Pursuant to section 659 to register businesses operation in Nigeria. It is the requirement of the law that you should register your business if

You need to get the services of a lawyer to guide you through this process. Each step you take has legal implications and you need to be well informed. Your lawyer must not be a figure head but must be an active figure in the business

What does The Corporate Affairs Commission (CAC) do?

Business Names registration

Processing and transferring of the statutory filings required by the Companies and Allied Matters Act (CAMA)

Verification and assessment of applications for company incorporation

Sale of all statutory forms and publications of the Commission

Responding to enquiries and complaints in respect of the services of the Commission

Handling preliminary process of accreditation of Lawyers, Chartered Accountants and Chartered Secretaries who are the recognized professionals and direct users of the Companies Registry

Types of business organisations you can register:

Here are the types of business registration you can do with the Corporate Affairs Commission

Business Name Registration

Private Limited Company (LTD)

Public Limited Company (PLC)

Company Limited by Guarantee (LTD/GTE)

Unlimited Company (ULTD)

Incorporated Trustee

Why you need business registration

Securing your company’s name

It helps you secure your company name before someone else takes it. it will amaze you that some people try both their first and second choice name only to realise that both have been taken. Imagine if you are already building a brand around a name someone, somewhere has already registered for his or her own business. Hence, it is important you register early, it helps you secure your choice of name.

Gives your business more credibility

Registering your business add seriousness and authenticity to your business. It makes you feel more responsible and work harder towards establishing your business and brand.  It makes you feel like a serious business person and Increases your drive towards success.

Helps open a corporate account

You will be able to open a corporate account with your business name only if it is registered. Having a corporate account gives people more confidence in doing a business transaction with you than doing it with your individual account

Processes involved in the registration

The process for Incorporation of a Company at the Corporate Affairs Commission is as follows:

Check the availability of the company name

You can check the availability of the intended name with the Corporate Affairs Commission by purchasing a form. Sometimes the name you have in mind may not be available, that is why it is advisable to have a first choice name and a second choice name.

The form also makes provision for two names.

Prepare and fill the incorporation documents and pay the stamp duty

In June 2005, the Corporate Affairs Commission commissioned a system for online company registration, through which registration documents and payments may be processed electronically by Commission-accredited lawyers. However, the system is not yet fully operational.

Hence, you will still have to do this across the counter at the Corporate Affairs commission, you may need the guidance of a lawyer.

Submit a sworn declaration

This should be by the lawyer engaged to form the company that, the requirements of the Companies and Allied Matters Act have been met. This must be done in form CAC 4. The declaration must be filed with the High Court Oaths division.

Documents needed

Name reservation and availability form.

Two copies of the Memorandum and Articles of Association, stamped by the commissioner for stamp duties.

Form CAC 3, Notice of Registered Address.

Form CAC 7, Particulars of Directors.

Form CAC 2, Statement of Share Capital and Return of Allotment of Shares.

The fees you will be paying for incorporation will cater for:

Incorporation forms

Incorporation fees

Extra charge for same-day processing

Stamp duty = 1.5% of minimum share capital

Each additional copy of Memorandum and Articles of Association stamped

Certified true copy of memorandum and Articles of Association

For company incorporation, it is important you employ the service of a lawyer as company incorporation can involve a little bit of technicality.  However, if you are doing just a business name registration, you do not need a lawyer.