this article focuses on business registration in Nigeria. And that’s how to register a company in Nigeria starting from 23,700 Naira, based on the share capital of the company you’re registering.
Before you think about registering a company in Nigeria, you first have to determine the type of company that is most suitable for your business.
There are three major types of companies:
− Business Consulting −
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Any of the above may either be a private or public company.
Please look out for our eBook on how to start a business in Nigeria for a full understanding of all the types of companies you can register in Nigeria.
However, the most common type of company mostly incorporated in Nigeria is the Private company limited by shares, hence the main focus of this article.
This has to be done after you have successfully created an account
Log into your account
i). On the home page, provide two names for your company registration
ii). On the first box, provide the most preferred name and provide an alternate name in the second box. Either of the two should be approved if available and without any impediments.
iii). Ensure you add limited at the end of each name. E.g ABCD limited
iv). Click on next, and you will be brought to the payment section.
v). Choose the type of online payment best suited for you and pay the sum of N500 for the search.
To view your payment history, return to the portal, click on “reservation history”, then click on the “action button” on the right end of the reserved name. It will take you to the payment history page. Click on “check status” to confirm your payment.
Once this is completed, click “check my reservation history” to see whether the name has been approved or not. All things being equal, approval or denial of the name shouldn’t take beyond two working days.
Once a name has been approved, the status on the name changes from “pending approval” to “approved”, and a code is given as an identity for the reserved name. This code is what you will use to complete your registration. To view this code, click on “action button” and download the approval note and code.
After you have obtained the availability code, click on “registration”. Just beside “name search”, choose company, and enter the availability code. Then click on proceed.
After you have entered the code select “continue”.
This page will be displayed.
Fill in the forms correctly and click on “Continue” when done with each stage. You can always click on “save and exit” to leave and also continue from where you stopped later.
i). Stage One: presenter’s details
Fill in your details correctly.
ii). Stage Two: Company details
You would need to fill in the name of the company, office address, city, state, etc, and click “Continue” to proceed.
iii). Stage Three: First Directors
It is worthy to note that the minimum requirement for a number of directors in a company formation is two and must not be below the age of 18, is a person of unsound mind, and an undischarged bankrupt.
So at this stage, click on “add a director”. After you have filled the details of the first director, click on “save director”. Also click on “add director” again to add the particulars of another director. Repeat this process until you are done adding the number of all the directors you wish to add.
A list of the added directors would now be displayed on the page.
To edit or delete a director’s details, simply scroll to the director’s name, click on “Action”, and select “edit detail” or “delete”. Depending on what you want.
After adding the directors, click on “Continue” at the bottom left to proceed.
iv). Stage Four: Secretary
Note: For a public company, the secretary must be a legal practitioner, a chartered secretary, or a chartered accountant. This is not mandatory in a private company, but also advisable.
Fill in the form for the details of the company secretary correctly and click on “Continue” to proceed.
v). Stage Five: Subscribers
Subscribers are individuals subscribing to the shares of your company.
Click on “Add a new shareholder”, fill the form, and click on “Add” to insert another shareholder. Repeat this process until you have added all the shareholders.
Note: You can add any of the directors as shareholders.
Click on the check box beside the director’s name to select them, fill in the number of shares and type of shares, and click on “Click to Add selected Record(s)”to insert.
To edit the details of a shareholder or to delete a shareholder:
Scroll to the name of the shareholder below the page where the names of the added shareholders are displayed. Click on “Action” and select “edit” or “delete” as the case may be.
After you are done adding the shareholders, click “Continue” to proceed.
vi). Stage Six: CAMA Declaration
This is a declaration (statement on oath) that must be completed by a legal practitioner and sworn to before a commissioner of oaths or a Notary public.
vii). Stage Seven: Memorandum & articles of Association
Click on “Add an object” and type in the object one after the other.
The MEMART must reflect the name of the company, the registered address of the company, the type of company, the object clause of the company, the authorized share capital of the company, the particulars of subscribers,; their names, addresses, signatures, and the number of shares taken by them.
It is important you fill this part diligently, as the memorandum and articles of association (MEMART) serves as the constitution of the company.
Here you might need the advice of a legal practitioner on how to choose your objects because some objects determine some special requirement like proficiency certificate, etc.
viii). Stage Eight: Documents.
Click on the pointer at the right side of each document and select the number of certified true copies (CTC) you need. After selection, click on “Continue” to proceed.
A preview of your company registration is displayed.
Go through the preview for clarity. You can click on “go back” to return to previous pages and make corrections if any. If everything is correct, click on “Proceed to Payment” at the bottom right of the page to continue.
The filling fee paid at this point is 15,000 Naira.
After payment is made, you will automatically be directed to the FIRS website where you would have to pay stamp duties on the company. The MEMART and Statement of authorized share capital are subject to stamp duties.
The amount you pay as stamp duties is dependent on the share capital of the company. For a company with a share capital of one million, the stamp duty costs just 8,200 Naira.
Once you make the payment, you will be automatically be directed back to the CAC website. If this does not occur automatically, go back to the CAC portal, log in, click on registration, and select company. This would reveal two documents: Cac 1.1 and MEMART. Download the stamped document, and print the document in coloured for the directors to append their signatures and for other necessary information to be completed.
Here’s a short summary of the company registration fees for a company with a one million share capital.
Search = 500 Naira
Filing Fee = 15,000 Naira
Stamp Duties = 8,200 Naira
Total = 23,700 Naira
This cost is only for a company with a one million share capital and could greatly differ depending on the share capital of the coy.
I hope you find this very helpful. However, I wish to state succinctly that the role of an accredited practitioner in a company registration can never be overemphasized. Do contact one for professional advice before carrying on with this process.