Registering a company in Nigeria can be a straightforward process when you have the right information and guidance. The Corporate Affairs Commission (CAC) oversees all company registration in the country, and understanding the necessary steps can help entrepreneurs and investors establish their businesses with ease. This article will provide a comprehensive guide on how to register a company with the CAC in Nigeria.
Eligibility and Requirements to Register a Company in Nigeria
Before starting the registration process, it’s important to be aware of the eligibility criteria and requirements:
- Age Requirements: All members of the company must be at least 18 years old, which also applies to your employees.
- Company Size: The company must have between 2 to 50 members.
- Members’ Qualifications: Individuals who are of unsound mind, disqualified under the Companies and Allied Matters Act (CAMA), or bankrupt cannot be members of the company.
- Minimum Share Capital: The minimum share capital required for company registration in Nigeria is NGN 10,000.
Step-by-Step Guide to Registering Your Company with the CAC
Here’s a detailed process to guide you through registering your business with the CAC:
Step 1: Choose a Business Name
The first step in starting a company is selecting a suitable name. Once you have a name in mind, you should submit it through the CAC website to check its availability. You should submit two names in case another company has already taken your preferred option. The CAC will reject names that other companies already use or that contain prohibited words like “Public,” “Central,” or “Government” without the necessary permissions. The name registration process typically takes up to seven days.
Step 2: Prepare the Memorandum of Association (MOA)
A lawyer should handle creating the Memorandum of Association and will draft the necessary documents based on your company’s objectives. The lawyer will also collect the names of the initial subscribers, directors, and shareholders. All directors must be over 18 years old, mentally sound, and free of any criminal convictions. They will need to provide identification for verification by the CAC.
Step 3: Fill Out the Pre-Registration Form
After preparing the MOA, the next step is to complete the CAC pre-registration form with all required details. This form should then be submitted to the CAC along with the necessary documents. You can also appoint a company secretary at this stage, who will be responsible for filing the documentation with the CAC.
Here’s how the documentation process works:
- Form CAC 7: To be filled by all directors.
- Form CAC 2: To be filled by one director regarding the Statement of Share Capital and Return of Allotment.
- Form CAC 3: To be filled by one director and the Company Secretary for the Notice of Situation/Change of Registered Address.
- Form CAC 4: To be completed by a licensed individual or firm declaring compliance with CAMA.
- Appointment of Company Secretary: At least two directors must fill out the relevant form for appointing a Company Secretary.
Step 4: Pay the Stamp Duty and Filing Fee
After filling out the registration forms and preparing the MOA, you must pay the stamp duty at an authorized bank under the Federal Inland Revenue Service. You must submit the stamped Memorandum and Articles of Association, along with the incorporation forms, to the CAC. The CAC will usually issue the Certificate of Incorporation within approximately six weeks.
Step 5: Upload Scanned Copies of Documents
After completing the above steps, prepare scanned copies of all pre-registration documents for online submission. These documents include:
- Form CAC1.1
- Memorandum and Articles of Association
- Identification for Directors/Subscribers and Secretary
- Proof of payment to CAC
Step 6: Submit Original Documents
After uploading the documents, submit the original copies to the CAC. This final step requires you to present the following documents:
- Notice of the registered address of the company
- Memorandum and Articles of Association (MAA)
- Receipt for stamp duty payment
- List of first directors with their particulars and consent
- Statement of compliance by a legal practitioner
Conclusion
This guide provides a detailed overview of how to register a company with the Corporate Affairs Commission (CAC) in Nigeria. It includes essential eligibility criteria, documentation, and a step-by-step approach to navigating the registration process efficiently.
