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Company Formation in Nigeria

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Tel: (+234) 802 320 0801, (+234) 807 576 5799

Email: info@mocaccountants.com

Office Address: 5, Ishola Bello Close, Iyalla Off Street, Alausa, Ikeja, Lagos, Nigeria.

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Introduction

In Nigeria, business operations are governed by the Companies and Allied Matters Act (CAMA). CAMA 1990, which had governed economic activity in Nigeria for more than 30 years, was abolished on August 7, 2020, with the President’s approval to CAMA 2020. Due to certain commendable advancements, this has brought about a new regime for corporate operations in Nigeria. The Act is put into practice starting on January 1, 2021. Nigeria’s Corporate Affairs Commission is the government organization in charge of incorporation (CAC). The CAC is one if the agencies of the Federal Government that is in charge of the registration of all the companies with offices across the nation. A company is set up solely because of profit purposes.

The following are the forms of incorporation in Nigeria, as provided by the extant law and the Companies Regulations 2021;

Company (Private Company Limited by Shares, Public Company Limited by Shares, Company Limited by Guarantee and Unlimited Company);

Limited Liability Partnership;

Limited Partnership;

Business Name;

Incorporated Trustee

Company

A company is also known as a corporation. It is an artificial person created by law. It is an association of persons formed for the purpose of some business or undertaking, which has a legal personality separate from that of its members. The following are the types of companies that can be registered with the CAC:

Public Limited Company by Shares: A public limited company has the ability to sell its shares to the public through the stock exchange. Shares have been offered to the public by the company in order for them to subscribe and become part shareholders and owners of the company. The liability of its members is also limited to the amount if any on the number of shares unpaid by them. The requirement for the registration is as follows;

Two (2) options for the proposed name of the company;

The objectives of the company.

The address of the company.

The share capital and shareholding formula among shareholders of the company.

The particulars of a minimum of two (2) Directors with valid means of identification such as identification card, national ID, drivers’ license, or international passport.

Particulars of the Company Secretary.

Particulars of the shareholders of the company and their means of identification. Note that the first directors are also eligible to be the shareholders of the company.

The memorandum and Articles of association of the company.

A public company limited by shares is one of the types of companies that can be registered legally in Nigeria. The company can be enrolled on the web by an person through the company enrollment entrance (CRP) or it can be done through the administrations of an licensed specialist who get it the enlistment handle superior. Open companies constrained by offers has its benefits and interesting highlights, but it isn’t reasonable for a start-up company. For a start-up commerce, the foremost reasonable frame of consolidation is the private company limited by offers. Open restricted companies includes a tall number of statutory prerequisites, which is one of the reasons people beginning a modern commerce barely receive this shape of trade endeavor.

Private Limited Company by Shares: A private limited company is a separate legal entity on its own which means it is separate from its owners and shareholders. They do not offer their shares for public subscription. Members are free from liability where shares are fully paid up. The following are further attributes and requirements for registering a private company:

By virtue of Section 18(2) CAMA 2020 only a private company can be registered by One (1) person. Therefore, a minimum of 1 (one) and maximum of 50 (fifty) can be shareholders to a private company.

It must have a minimum issued share capital of N100, 000

It must restrict the transfer of its shares and any member intending to sell his shares must first offer same to the existing members.

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Details of subscriber(s)

Approved name of company, verifiable registered address, head office (if different from registered address). Company’s email address and phone number.

Description of business activity.

Memorandum of Association.

Articles of association which can be the model articles provided by the Regulations or the model articles in addition to amendments which should be prepared and uploaded.

Details of proposed secretary (individual or corporate secretary). This is optional for small companies.

Details of proposed Directors which must be at least one (1) but two (2) for two-member private companies.

Details of Person with Significant Control (one who directly or indirectly has at least 5% of shares or voting rights in a company, can remove or appoint majority of directors and exercise any significant control over the affairs of the company).

Companies Limited by Guarantee: This type of business endeavor is typically established by nonprofit groups and is not intended for financial gain. There are no shareholders, no members, and no profit is made by this kind of company. Churches, nonprofits, and orphanage houses are mostly among them. The Federation’s Attorney General must give his or her approval prior to corporations limited by guarantee being registered. The obligation of individuals is constrained to the sum they have individually embraced to contribute to the resources of the company within the occasion of it being wound up. The taking after are the prerequisites to enroll a Company limited by Guarantee;

Two or more subscribers

It has no share capital in any case each must embrace to pay a certain sum not surpassing N100, 000 within the occasion of its being wound up.

It cannot carry on commerce for the reason of conveying same to its individuals but or maybe must be connected towards the victory of its objects which might be advancement of instruction, inquire about, commerce, charity or other comparable objectives.

Details of subscriber(s).

Approved name of company, verifiable registered address, head office (if different from registered address). Company’s email address and phone number.

Memorandum of Association.

Articles of association which can be the model articles provided by the Regulations or the model articles in addition to amendments which should be prepared and uploaded.

Details of proposed secretary, which must be at least 1 (individual or corporate secretary).

Details of proposed Directors which must be at least 1

Publication in 3 national dailies calling for objections to the incorporation of the company where the Attorney General does not grant consent within 30 days.

Details of Person with Significant Control (one who directly or indirectly has at least 5% of voting rights in a company, can remove or appoint majority of directors and exercise any significant control over the affairs of the company)

Unlimited Companies: as the title infers, the risk of individuals who have subscribed to the memorandum of association (i.e. picked to be shareholders) has no restrain within the occasion of the company being wound up. This shape of business endeavor is for the most part suggested to be utilized as a parent company needing to have auxiliaries with unlimited hazard. It isn’t appropriate for people that need to begin a new trade as cannot restrain the chance or obligation that will brought about in a boundless company. Hence, where the resources of the company are deficiently to settle the obligations caused, the member’s individual resources can be sold to liquidate/offset the remaining obligation.

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Reasons Why You Should Register Your Business

Attract Business and Funding Opportunities: You will have to prove that you are a legitimate and actual business, to apply for a business loan. Business registration is a must-have to qualify for a business loan. Investors always tend to invest in a business that is registered.

Personal Liability: As a registered business, you and your company are now two separate entities. You will not be held responsible or found guilty of certain incidents and other liabilities. You will get liability protection as you register your business.

Enhance Identity and Reputation: Customers and clients, especially those with whom you have never dealt before, need assurance that your company is trustworthy. If your business isn’t registered, customers might think you’re defrauding them. On the other hand, if your company is legitimately registered, it will be simple for clients to decide whether to engage with you.

It makes you look serious and attracts more customers: In actuality, the majority of businesses won’t work with unregistered businesses. It may be illegal in some circumstances for regulatory and fiscal reasons.

Excursion for work to Other Country: Another incredible advantage of business registration is that you can undoubtedly acquire a visa and travel to any country for business purposes. Each nation consistently invites unfamiliar financial backers who are keen on working together in their country in light of the fact that such wise speculations will enhance their economy. In actuality, the majority of businesses won’t work with unregistered businesses. It may be illegal in some circumstances for regulatory and fiscal reasons.

Reasons  Corporate Affairs Commission (CAC) may Reject Your Company Formation

The following are the reasons why Corporate Affairs Commission (CAC) may disapprove your company’s formation;

The company is already owned by another entity

A company name contains a ‘sensitive’ word or expression.

Company share structure is incorrect.

There is a problem with an officer’s authentication.

A registered office address has not been included, incorrect or it is situated in the wrong state

The statement of capital is incomplete or missing.

The articles of association have not been included.

Company Formation Packages

The Company Formation Packages include;

Digital Package 

What’s Included

It costs 8,000 plus VAT. Delivering a ready-to-trade company limited by shares, along with a certificate of incorporation, share certificates, a set of company records with first entries, and a memorandum and articles of organization. A set of company paperwork are delivered by email with the all-digital business formation package (PDF). It is ideal if you want to form a limited company but are unsure of when to begin doing business or if you simply want to reserve or secure a company name for use in the future.

Consider this if..

You have a tight budget and you just need a basic limited company to get your business up and running.

 Package Features

  • Ready to Trade Company (Limited by Shares)
  • Limited Company Formation Online
  • Copy of Certificate of Incorporation sent by Email
  • Copy of Memorandum & Articles of Association sent by Email
  • Copy of Share Certificate(s) sent by Email
  • Digital Company Registers with First Entries
  • Free Business Bank Account (optional)
  • Free Online Company Manager to Maintain your Companies
  • Free Online & Telephone Support for the Life of your Company
  • Free Pre-Submission Review
  • Free Online Portal to Manage your Company
  • Free .com

Savings when you choose this package

The total value of our Digital company formation package is ₦80,000,

Annual renewal costs

There is no requirement to renew any items. The only thing required is to pay the one-off cost of ₦80,000 + VAT for everything that is included.

Frequently Asked Questions

Why should I choose this package?

This is the ideal option for you if you have a limited budget and want to start a business as cheaply as possible. This package includes a full set of digital company documents as well as online company registration with Companies House.

Are there any hidden costs?

The price you see quoted above is exactly the price you will pay.

Companies House charges a ₦7,500 registration fee for the formation of a new company, and we have included this cost in our package price.

All of the items included are a one-off payment, with no need for renewal.

If I purchase the Basic Package can I upgrade at a later date?

Yes you can purchase additional services later. However, our services are discounted within our packages and purchasing a more expensive package is a cheaper way of obtaining additional services.

What do I need to form a company?

Incorporating a limited company online is simple. No documents or signatures are required. However, you will need the following:

One director and one shareholder (the same person can assume both positions).

A registered office address.

At least one share issued.

What is a company limited by shares?

An organization that is limited by shares is a separate legal person from its owners. Directors oversee the operations of a limited corporation, which shareholders also own. The expression “limited by shares” refers to the fact that the owners’ financial liability is capped at the value of the firm shares they possess.

Privacy Package

 What’s Included

This company establishment package costs ₦80,000 excluding VAT and provides a limited liability company with a series of digital company documents. We provide limited liability companies with the privacy of the service addresses of our reputable registration offices and directors in Lagos, Nigeria.

Consider this if.. 

You want to form a limited company and would rather not display your home address on public record.

Package Features

Ready to Trade Company (Limited by Shares)

Establish a limited liability company online

Business Bank Account (Optional)

Free Pre-Submission Review

Free Online & Telephone Support for the Life of your Company

Digital Certificate of Incorporation

Digital Memorandum & Articles of Association

Digital Share Certificate(s)

Digital Company Registers with First Entries

Registered Office Address, Lagos Nigeria. 

Savings when you choose this package

The contents of this package costs ₦200,000

Annual renewal costs

The renewal cost of the registered office service is ₦100,000 + VAT/ year. The renewal cost of the service address is ₦80,000 + VAT/ year.

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Frequently Asked Questions

Why Should I Choose this Package?

The privacy of you and your family is protected because you want to set up a limited company and do not want your home address to be published in the Company’s House public registry. In addition, you will receive all digital company documents by email immediately after you set up your company.

Other benefits of this package include free.com or domain names and the Online Business Manager Portal.

What is a registered office?

The registration office is the official address of the company and is required for every limited company in Nigeria. Many people choose not to use their home address for this purpose, as the registered office address is disclosed in the Public Records of Companies House.

What is a service address?

The service address is the official address of a company director, secretary, or important manager (for example, a shareholder who owns at least 25% of the company’s shares) and must provide the service address to Companies House.

Since the company address is published in Companies House, many people do not want to use the home address displayed there.

How much does it cost to renew the address services after the first year?

The Registered Office Service can be renewed annually at a cost of ₦500,000 +VAT. The Service Address annual renewal cost is ₦280,000+VAT.

How much are mail forwarding charges?

All mail from Nigerian government bodies, as well as Court Documents, will be scanned and emailed to you, free of charge.

Professional Package 

What’s Included

At a cost of ₦250,000 Plus VAT, this is a comprehensive package that includes a central office and service address, and the submission of an initial confirmation. This package also includes printed company documentation, a GDPR compliance package, and the submission of an initial confirmation, so you won’t miss this important submission deadline.

Consider this if..

You wish to benefit from the privacy and prestige offered by using our central registered office and service address, and you would like us to assist with your annual filing responsibilities.

 Package Features

Ready to Trade Company (Limited by Shares)

Email Copy of Certificate of Incorporation

Email Copy of Memorandum & Articles of Association

Email Copy of Share Certificate(s)

Email Copy of Company Register with First Entries

Printed Certificate of Incorporation

Printed & Bound Memorandum & Articles of Association

Printed Share Certificate(s)

Registered Office Service, Lagos Nigeria

Filing of the First Annual Report

Call Answering + Business Telephone Number – Free for 1 Month

Free Business Bank Account (optional)

Free Online Company Manager to Maintain your Companies

Free Online & Telephone Support for the Life of your Company

Savings when you choose this package

If you were to purchase each item in this package separately, the overall cost would be ₦550,000.

Annual renewal costs

The registered office address can be renewed annually at a cost of ₦250,000 plus VAT. The service address can be renewed at a cost of ₦220,000 plus VAT. The renewal cost of the confirmation statement service is ₦300,000 plus VAT.

Frequently Asked Questions                                                  

Why should I choose this package?

It is carefully curated to protect the privacy of your home address and provide special value to those who want to enjoy a variety of services.

In addition, we will provide a complete set of printed digital company documents, as well as registered office and service locations for one year, to keep your home address private.

What addresses are placed on the public record?

You must have the official address of the company, the registered office, and the address of the company, which is the address of a director or other significant ruler (such as more than 25% of the shareholders who own the company’s shares). Establishment of limited company.

Address information for registered offices and services is publicly available.

Information about registration offices must be included in all company communications and websites.

Are there any extra or hidden costs?

This plan does not include any additional or confidential costs. You will be required to pay the exact price stated.

After the first 12 months, you will be charged exactly the same as  today for office and  service address updates that are part of this package.

There will be no price increase in future service updates.

What are the renewal costs?

The services that can be updated are the registered office address and service address. Everything else is included in the one-time payment.

The headquarters and service address subscription is 12 months and can be renewed annually for ₦500,000 plus VAT and ₦200,000 plus VAT.

All Inclusive Package 

What’s Included

All of our comprehensive bundles contain everything you need to start an idle trade and 1st Arrangements acts as your company’s secretary. Our registered office and company address guarantees your safety, our conventional company address, trade phone, designated company secretary will be happy for any business Gives a good corporate image. PAYE registration is also integrated, so if you change your mind in the first 12 months, we will contact your business at no additional charge. This gives you a sense of security. The price is ₦ 55,000 plus VAT

Consider this if…

If your budget can stretch to it and you want to take advantage of our full range of services to provide your new business with a great start to its life.

Package Features

Limited Company Formation Online

Free Business Bank Account (Optional)

Free Pre-Submission Review

Free Online Portal to Manage your Company

Free .com or .co.uk Domain Name

Digital Certificate of Incorporation

Digital Memorandum & Articles of Association

Digital Share Certificate(s)

Digital Company Registers with First Entries

Printed Certificate of Incorporation

Printed Memorandum & Articles of Association

Printed Share Certificate(s)

GDPR Compliance Service

Filing of the First Confirmation Statement

VAT Registration

PAYE Registration

Registered Office Address, Lagos Nigeria

1 x Service Address, Lagos Nigeria

Business Address Service, Lagos Nigeria

Call Answering Service for 12 months 

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Savings when you choose this package

If you were to purchase each item in this package separately, the overall cost would be ₦900,000.

Annual renewal costs

The registered office address can be renewed annually at a cost of ₦500,000 plus VAT. The service address can be renewed at a cost of ₦280,000 plus VAT. The business address service can be renewed annually at a cost of ₦250,000 plus VAT. The confirmation statement service can be renewed annually at a cost of ₦320,000 plus VAT. The full company secretary service can be renewed at a cost of ₦680,000 plus VAT.

Frequently Asked Questions

Why should I choose this package?

The All Inclusive Package is our “all inclusive” service, which provides everything you need to set up a limited liability company. This includes: Protecting the privacy of your residential address with registered office and service addresses, an opportunity to promote your corporate image with a reputable Nigerian company address. VAT registration; submit your first certification statement.

What is 12-month Cancellation Protection and why would I need it?

If you change your mind and decide that the business is no longer needed within 12 months of its establishment, we will suspend the business.

Our clearing service usually costs ₦450,000, so this item saves a considerable amount of money.

 How does the business address service work?

The company address benefits included in this package can be used for all daily business emails. How to use our prestigious addresses on your website, business cards, letterhead, etc.-and give your company a great corporate image. We will forward all emails to the address of your choice with a 15% extra shipping charge. The email will be sent the same day we receive it.                                                               What is the Full Company Secretary Service?

Our Full Company Secretary Benefit incorporates a named company secretary (1st Secretaries), unmistakable at Companies House, and a committed account chief who will keep up your statutory registers, and make changes to your company in understanding together with your instructions. This benefit is priceless in giving peace of intellect for the company secretarial angles of your trade, guaranteeing your company records are kept up to date and you stay compliant – all year long.

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Tel: (+234) 802 320 0801, (+234) 807 576 5799

Email: info@mocaccountants.com

Office Address: 5, Ishola Bello Close, Iyalla Off Street, Alausa, Ikeja, Lagos, Nigeria

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