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Company Registration

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Registration Steps

For Companies (Private or Public)

  1. Check for availability of proposed company name in Nigeria – (click here)
  2. Reservation code is required in cases of companies limited by guarantee and use of restricted words in name.
  3. Pay filing and Stamp duty fees – check fees here.
  4. Shares of a company must be fully issued.
  5. Private companies (except company limited by guarantee) may be formed by one person.
  6. A small company may have only one director.
  7. A small company is exempted from appointing a secretary.
  8. Approval in Principle is required for certain designated business enterprises e.g. Banks, Mortgage Institutions, Bureau De Change, Universities, etc.
  9. A university may only be registered as a company limited by guarantee.
  10. Certain designated businesses have and must satisfy industry-prescribed minimum share capital (see table following for the designated businesses and the prescribed minimum share capital).
  11. Industry prescribed minimum share capital shall be as notified to the Commission and published on the websites of respective industry regulators from time to time.
  12. The minimum share capital for a company with foreign participation is ₦10,000,000.00 (ten million naira).
  13. Foreigners may use Nigerian addresses as service address with no requirement for proof of residency.
  14. Application for reservation code shall be accompanied by incorporation/registration particulars of the proposed company.
  15. Names of all Subscribers must be clearly and fully stated (no initials) in the memorandum and articles while, in the case of company limited by shares, the number of shares taken up by each subscriber must be indicated in front of their respective names in the memorandum.
  16. The memorandum of a company limited by guarantee shall not be registered without the authority of the Attorney-General of the Federation. However, where the Attorney-General does not grant authority or communicate a decision within 30 days of receipt of the application from the Commission, the promoters shall publish the application for registration in three national newspapers and invite objections to reach the Commission not later than 28 days after the date of the last publication. Where there is no objection to the Page 15 of 68 application or the objection is rejected, the Commission shall assent to the application and register the Company.
  17. The object clause of a company limited by guarantee shall not include making profits for distribution to the Members.
  18. The Memorandum of a company limited by guarantee shall contain the Winding-up Clause.
  19. The memorandum of a company limited by guarantee shall contain the Property Clause.
  20. The memorandum of a company limited by guarantee shall contain the Contribution Clause with a prescribed aggregate of not less than ₦100,000.00 (one hundred thousand naira) in the event of winding up.
  21. A corporate body cannot be a Director of a company but may be represented by an individual nominated for that purpose e.g. Adeola Emeka Umar (representing ABC Nigeria Limited).
  22. A person under the age of 18 years (minor) cannot be a director.
  23. Where a resident alien (with Nigerian address) is a Director or Subscriber, proof of residence permit is required.
  24. A foreign company subscribing to shares in a company must show evidence of registration in its home country.
  25. A person below the age of 18 may only join in the formation of a company if two or more persons of full capacity have subscribed to the memorandum.
  26. Particulars of Subscribers, Directors and Secretary must be accompanied by copy of recognised and valid means of photo identification (i.e. National Identification Card, Data Page of International Passport, Driver’s Licence or Voter’s Card).
  27. Incorporation application and accompanying documents must comply strictly with the provisions of the Act and the Commission’s requirements for incorporation of company.
  28. Information on accompanying documents must be same with data entered on Company Registration Portal (CRP).
  29. All documents accompanying the application must be in English language. Where documents are in other language, the documents shall be translated into English language and confirmed by a Notary Public licenced as such in Nigeria or any other part of the world.
  30. Where the name of company suggests professional objects, the first object must reflect the profession.Business objects must comply with the requirements of other laws of the Federation with respect to the business objects.
Private Registration
Public Registration
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