How to Register Private or Public Company in Nigeria: A Step-by-Step Guide with CAC Guidelines 2024

How to Register Private or Public Company in Nigeria: A Step-by-Step Guide with CAC Guidelines, Starting a business in Nigeria is an exciting venture, but navigating the company registration process can seem daunting. This guide provides a clear, step-by-step approach to registering your company with the Corporate Affairs Commission (CAC), empowering you to confidently embark on your entrepreneurial journey.

How to Register Private or Public Company in Nigeria: A Step-by-Step Guide with CAC Guidelines

Understanding the Types:

Before diving in, it’s crucial to determine the appropriate company type for your business:

• Private Limited Company (Ltd): This common choice offers limited liability to its shareholders, meaning their assets are protected if the company faces debts.
• Public Limited Company (PLC): This type is suitable for larger businesses seeking to raise capital through public offerings of shares.

Steps to Registration:

Choose a Unique Name: Conduct a name search on the CAC website (search.cac.gov.ng) to ensure the desired name is available. You can also reserve your preferred name for a fee. You’ll need to pay a reservation fee of N500, excluding charges from Remita. You must suggest two names, but only one will be accepted for reservation.

It’s crucial to choose wisely based on the available options, considering whether it’s for a new incorporation or sole proprietorship. If your initial application is rejected, you will need to submit two new name options and pay another reservation fee.

Fill out the Pre-registration Form online (CAC-BNo1): This form captures basic company details, directors, and shareholders. This section requires a lot of information, each section on the Pre-registration Form online will be briefly highlighted below:

a. Entity Details: You will fill out The business activity classifications, descriptions, the registered office address, email, and phone numbers.

b. Objects of Memorandum & Articles of Association: You have to draft your Memorandum & Articles of Association for the company. You can adopt and edit the Articles of Association provided by CAC. This document outlines the company’s structure, purpose, and rules. Consider seeking professional legal assistance for this step.

c. Directors: Add the directors’ details which are full names, emails and contact addresses, and phone numbers.

d. Secretary: Including the secretary in business registration is optional.

e. Statement Of Issued Share Capital: Choose the type of company that suits your business on the list provided by CAC, the minimum share capital for the shareholders.

The minimum share capital selected based on the type of company will determine the amount to be paid as Stamp Duty. For illustration: if XYZ Ltd is in the process of being registered, and a Consultant (Corporate) is selected that has a minimum share capital of N5000,000. By the time to finish and pay for the filing, you will be asked to for Stamp duty, Stamp Duty is 0.75% of the Minimum Share Capital plus other charges.

f. Persons with significant control (PSC): (PSC)” means the natural person(s) who ultimately owns or controls a company or limited liability partnership or the natural person on whose behalf a transaction is being conducted and includes those natural persons who exercise ultimate effective control over a legal person or arrangement. “

So at least one of the director(s) should be added as PSC.

g. Statement of Compliance: Just follow the guide as stated.

h. Document Upload: The following will be requested to be uploaded:

MEANS OF IDENTIFICATION PDF
SIGNATURE OF (DEPONENT) JPEG/PNG
SIGNATURE OF (DIRECTOR) JPEG/PNG
SIGNATURE OF (WITNESS) JPEG/PNG
SIGNATURE OF (SHAREHOLDER)
SIGNATURE OF (SHAREHOLDER)
SIGNATURE OF (PSC) JPEG/PNG
SIGNATURE OF (PSC)

i. Preview & Payment: Preview all entries, if everything is fine, proceed and make payment. These fees include stamp duty, filing fees, and name reservation fees, payable online through Remita.

Review and Submit Application: Carefully review your application before submitting it electronically through the CAC portal.

Await Approval: The CAC will review your application and notify you of the outcome. Upon approval, you can download your Certificate of Incorporation and other relevant documents.

Additional Considerations:

• Post-incorporation Requirements: After registration, you must fulfill additional requirements like opening a corporate bank account and registering for tax.
• Professional Support: Consulting a lawyer or chartered accountant can ensure a smooth and compliant registration process.

By following these steps and referencing the CAC resources, you can successfully register your company in Nigeria and start building your business endeavor. Remember, this guide offers general information, and specific requirements might vary depending on your company type and circumstances.

Read: A Guide to Registering Your Business Name in Nigeria (Sole-Proprietorship)