If you have a company or want to open one, it is advisable to register it with the corporate affairs commission of Nigeria, CAC. Registering a company has been made very easy and can be done online. Due to the competitive nature of companies in Nigeria, registering your company has lots of benefits which includes:
- Providing legal protection for your company and its name.
- It also brings more trust and confidence as it will be easier for new clients to find it.
Criteria for eligibility for company registration
In order to register your company in Nigeria, you need to the criteria which are as follows:
a) Members of a company need to be between 2 and 50.
b) Members of the company needs to be 18 and above.
c) Members need to be of sound mind i. e mentally stable.
d) Minimum share capital of the business must be 10,000 naira and above.
Documents required for the registration process
Some documents needed to be filled for the registration of your company includes:
i) A notice to show the registered address of the company
ii) Article of Association and Memorandum
iii) Receipt to show payment of stamp duties
iv) Statement of compliance by a lawyer
To register your company, it is good to seek the help and counsel of a lawyer in the filing of the documents and the registration process.
Procedure for company registration with CAC
After meeting all the requirements above, the next thing is to register the company and you can follow the steps below;
1. Carry out name search:
Before registering your company with CAC, a name availability search is done that is; you submit like two names to CAC and they will search on their database to see if the name is available or not. Any name that already exists or contain any of the following words will be rejected. These words include: National, Government, Federal, Holdings etc. Getting a unique name for your company may take up to one week.
Note that the process of registering your company may take up to 3-6 weeks, depending on the schedule and workload of the CAC so patience is required.
2. The preparation of memorandum and articles of association:
A lawyer is needed in this process to help prepare this document. The names of the shareholders and first directors are to be submitted to the lawyer. The directors and shareholders must have a means of identification and be more than 18 with no criminal records and meets the requirements above and they will be inspected by the CAC
3. Filling the incorporation forms:
The next thing is to fill the incorporation forms from the CAC. A secretary, lawyer or accountant can help you to fill this document and other necessary ones. The different forms to be filled include;
i) The pre-registration form – the CAC 1.1, you can fill and submit it online or download and submit to CAC.5
ii) The Statement of Share Capital and Return of Allotment form (Form CAC 2). This form is filled by one director;
iii) The Notice of Situation/Change of Registered Address form (Form CAC 3) – signed by the secretary and director;
iv) The Particulars of Director form (Form CAC 7 ) – filled by all the directors;
v) The Declaration of Compliance with the requirements of CAC. (Form CAC 4) – filled by the firm accredited by CAC;
vi) Two directors of the company have to sign a form appointing the new company secretary to be responsible for the documents after registration).
Take the documents to the stamp duty office to get the documents stamped after payments have been made. Then they are submitted to CAC together with the Memorandum and Articles of Association.
After six weeks of the date of your submission, you company’s Certificate of Incorporation/Registration will be ready for collection.
4. Make the needed payments/fees:
- You have to pay filing fee to the CAC.
- You are also required to pay the stamp duty fee to the FIRS (the Federal Inland Revenue Services). Or a designated bank into the account of the FIRS.
After the payment, the documents will proceed to the stamp duty office, where they are stamped. The system will automatically affix the electronic stamp duties on the documents (Form CAC1.1, and Memorandum and Article of Association) Then they are submitted to the CAC.
Note: It is advisable to check the CAC fees before registering in order to avoid unnecessary expenses.
5. Arrange the signed copy of your pre-registration documents for upload as follows:
- Form CAC1.1
- Memorandum and Article of Association (MEMART).
- Recognized form of identification for Director(s)/Subscriber(s) and Secretary.
- Evidence of payment to CAC.
- CAC. and upload the signed documents for processing.
What happens after submission of applicable forms:
- The CAC will use the uploaded documents to treat your application, the certificate will be generated and all the relevant documents will be certified.
- To check the status of your application, click on STATUS on your profile page. This will show you the status of your application if it’s NOT SUBMITTED or SUBMITTED, PENDING APPROVAL, or APPROVED. No need to go to the CAC office to do this.
- If the application is accepted and the registration complete, the company’s registration number will be displayed in the REGISTRATION NUMBER column.
- When you see your registration number and the status shows APPROVED, you can then proceed to the CAC office which you chose as your PICK UP OFFICE during registration with the original copies of the documents you uploaded in order to collect your certificate.
- Immediately a certificate of incorporation is generated, an automatic tax identification number, TIN will be issued and sent to the company’s email address from the FIRS through the Integrated Stamp Duty System (ISDS) Portal. This has made things easy as it eliminates the need for application of TIN separately to the Joint Tax Board.
Some conditions need to be met in order to avoid fines from the CAC which includes:
- Holding an Annual General Meeting (AGM) yearly.
- Fill an annual return 42 days after AGM;
- Register for the Company’s Income Tax and Value Added Tax with FIRS;
Completing the above procedure shows you have successfully registered your company with the corporate affairs commission of Nigeria, CAC. To verify this, you can login to the CAC website and type the name of your company. This will show you whether your company is registered or not. If it is registered, the name, and registration number will show but if it is not yet registered, it will come back empty. Registering your business is now so easy so there is no more room for excuses.
For more information about company registration, you can visit the official website of the corporate affairs commission of Nigeria.
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