Introduction
Registering your business with the Corporate Affairs Commission (CAC) is a vital step toward operating legally in Nigeria. Whether you are a sole proprietor, an entrepreneur starting a company, or an organization aiming to formalize your activities, CAC registration provides your business with legal recognition and credibility.
This article covers the comprehensive registration requirements for the three main legal structures recognized by CAC: Business Name, Company, and Incorporated Trustees. Understanding these requirements will save you time, reduce errors, and ensure a smooth registration process.
With the increasing competition in business registration services, this guide is tailored to help you achieve clarity and confidence when navigating the CAC portal.
Why is CAC Registration Important?
Legal Recognition: Ensures compliance with Nigerian laws, making your business a legitimate entity.
Access to Opportunities: Only registered entities can apply for government contracts, loans, and grants.
Protection of Name: Prevents others from using your registered business or company name.
Banking Needs: Required to open a corporate bank account.
Regardless of your chosen legal structure, this guide provides an exhaustive breakdown of CAC registration requirements to ensure your business is compliant with the law.
CAC Registration Requirements Overview
The Corporate Affairs Commission offers three major options for legalizing business operations in Nigeria: Business Name, Company, and Incorporated Trustees. Each structure caters to different types of ventures and organizations, and the requirements vary accordingly.
Quick Overview of the Legal Structures:
- Business Name:
Designed for sole proprietors or partnerships. This is the simplest and most cost-effective option for small-scale businesses.
- Company:
A company is a more formal structure suitable for businesses seeking liability protection, access to larger markets, or the ability to issue shares. It includes private limited companies, public limited companies, and the newly introduced single-member companies under CAMA 2020.
- Incorporated Trustees:
Ideal for non-profit organizations, associations, religious bodies, and foundations that want legal recognition distinct from their members.
What Determines the CAC Registration Requirements?
Nature of Business: For-profit or non-profit ventures.
Number of Members: A business name requires at least one proprietor, while companies and incorporated trustees typically involve more participants.
Business Activities: Some activities, such as operating a school or travel agency, have unique requirements like higher share capital thresholds.
Legal Structure: The documentation and processes vary significantly between business names, companies, and incorporated trustees.
Key Benefits of Understanding the Requirements:
Error-Free Applications: Knowing the exact documents and steps reduces rejections.
Time Efficiency: Proper preparation speeds up the approval process.
Cost Savings: Avoid unnecessary expenses from errors or misinformation.
This guide will dive into the detailed requirements for each structure, ensuring you have all the information needed to register your business successfully with the CAC.
Full Details of CAC Registration Requirements for Business Name, Company, and Incorporated Trustees
Business Name Registration Requirements
What is a Business Name?
A business name is a legal alias under which an individual or partnership conducts business in Nigeria. It is ideal for small-scale enterprises, providing a cost-effective and straightforward way to formalize business operations without incorporating a full company.
Requirements:
If you’re looking to register a business name in Nigeria, understanding the requirements set by the Corporate Affairs Commission (CAC) is essential. This guide provides detailed explanations of each requirement to help ensure your application process is smooth and successful. Let’s dive into the specifics.
A) Proposed Business Names
When registering a business name, the CAC requires you to provide at least two proposed names for the business.
- First Choice Name:
This is the primary name you’d like your business to be registered under. Ensure it is unique and reflects your brand identity.
Avoid restricted or prohibited words like “Federal,” “National,” or “Government” unless approved.
- Alternative Name:
In case the first choice is unavailable or conflicts with an existing business name, the alternative name will be considered.
Choose something distinctive to increase approval chances.
B) Nature of Business
You must describe the primary activities your business will engage in.
Be concise but specific. For instance, instead of writing “services,” specify “digital marketing services” or “event planning services.”
Some business activities may require additional licensing or approvals (e.g., pharmacies, travel agencies).
C) Business Address/LGA/State
The address provided serves as the operational base for your business.
Business Address: Include a physical location where the business operates. For home-based businesses, your residential address can suffice.
LGA and State: Specify the Local Government Area (LGA) and the state where the business is located. This helps CAC verify the location.
D) Residential Address/LGA/State
Provide the residential address of the business owner(s).
This information ensures that the registrant is traceable if needed.
Ensure the address details (LGA and state) match the ID card provided.
E) Phone Number
Include an active phone number that CAC can use to contact you.
Use a number you frequently access to avoid missing crucial updates or inquiries.
F) Email Address
Provide a valid email address that you check regularly.
CAC sends notifications, certificates, and updates to this email.
Double-check for typos to prevent delays in communication.
G) Date of Birth
Your date of birth is required for identification purposes.
Ensure it matches the details on the valid ID card provided.
H) Valid ID Card
You must submit a valid government-issued ID card as proof of identity. Acceptable forms of ID include:
National Identity Card
Driver’s License
International Passport
Voter’s Card
I) Number on the ID Card
Include the unique identification number on the submitted ID card.
Double-check the ID number to ensure accuracy.
J) Signature
Your signature is a mandatory requirement to authenticate your application.
It can be provided digitally or physically, depending on the application process.
K) Passport Photograph
A clear passport-sized photograph of the business owner is required.
Ensure it has a white or light-colored background for official use.
L) Registration Fee
Pay the stipulated CAC fee, typically ranging between ₦5,000 and ₦10,000, depending on the business size and type.
Registration Process:
- Conduct a name search to confirm availability.
- Complete the business name registration form on the CAC portal.
- Upload the required documents (identification, photograph, etc.).
- Pay the registration fee.
- Submit for CAC review and approval.
A certificate of registration is issued once the process is completed.
Company Registration Requirements
What is a Company?
A company is a legal entity separate from its owners, capable of entering into contracts, holding assets, and being liable for debts. Companies in Nigeria are regulated by the Companies and Allied Matters Act (CAMA) 2020.
Types of Companies:
- Private Limited Company (Ltd): Ideal for small to medium enterprises.
- Public Limited Company (Plc): Suitable for large-scale businesses intending to raise funds publicly.
Requirements:
If you’re planning to register a company in Nigeria with the Corporate Affairs Commission (CAC), it’s important to know the specific requirements that differentiate company registration from business name registration. Below is a detailed guide to these additional requirements.
A) Proposed Company Names
You must provide two proposed company names, similar to business name registration. However, for company registration:
Ensure the name aligns with the corporate entity structure, e.g., “Limited,” “Ltd,” “Plc.”
Avoid generic or misleading names that do not reflect the nature of the business.
B) Nature of Business
The nature of business must be explicitly defined to align with the company’s operations. For example:
Import/export, consulting, manufacturing, etc.
Some business types, such as oil and gas, pharmaceuticals, and financial institutions, require special approvals or licenses.
C) Minimum Share Capital
The minimum share capital depends on the type of company being registered:
Private Limited Liability Company: Typically, the minimum is ₦100,000, but industries like oil and gas or travel agencies may require up to ₦30 million.
Public Limited Company: Requires higher minimum share capital, usually starting from ₦2 million.
D) Company Address/LGA/State
Provide the physical address of the company’s principal place of business.
Include the Local Government Area (LGA) and state for verification.
E) Directors’ Details
Details of at least one director are required, including:
- Full Name: As it appears on the valid ID.
- Residential Address/LGA/State: For identification and traceability.
- Date of Birth: To confirm legal eligibility (minimum age is 18, with rare exceptions for minors).
- Valid ID Card: Any government-issued ID (e.g., National ID, Driver’s License, International Passport).
- ID Number: The unique identification number on the ID card.
- Email Address and Phone Number: For communication purposes.
- Passport Photograph: A recent passport photograph with a white or light background.
- F) Shareholders’ Details
The company can be a Single-Member Company. Recently introduced by CAMA 2020, allowing one individual to register a company.
Provide information on shareholders, including:
- Full Name and Contact Details
- Residential Address/LGA/State
- Nationality
- Percentage of Ownership: Each shareholder’s shareholding percentage must be specified.
G) Company Secretary (Optional for Small Companies)
For small companies, appointing a secretary is optional. However, medium and large companies must appoint one. Provide:
Full Name
Residential Address
Email and Phone Number
H) Statement of Share Capital
Prepare a statement of share capital and return of allotment detailing:
Number of shares issued.
Value of each share.
Shareholders’ contributions.
I) Memorandum and Articles of Association (MEMART)
Draft a Memorandum and Articles of Association, which outline the company’s objectives, structure, and governance.
The CAC provides standard templates, but customized MEMART is required for some industries.
J) Declaration of Compliance
A declaration (form CAC 4) signed by a legal practitioner confirming that all registration requirements have been met.
K) Additional Requirements for Special Businesses
Certain industries may require extra documentation or licenses, such as:
- Travel Agencies: Minimum share capital of ₦30 million and approval from the Nigerian Civil Aviation Authority (NCAA).
- Security Companies: Minimum share capital of ₦10 million and approval from the Nigerian Security and Civil Defence Corps (NSCDC).
- Schools: Approval from the Ministry of Education is required.
L) Incorporation Fee
Paid online based on the company’s share capital.
M) Tax Identification Number (TIN)
Automatically generated upon successful registration.
Registration Process:
- Reserve a company name via the CAC portal.
- Fill out the incorporation forms.
- Upload required documents, including identification, MEMART, and shareholder details.
- Pay the incorporation fees.
- Receive the Certificate of Incorporation after approval.
Incorporated Trustees Registration Requirements
What are Incorporated Trustees?
This structure is for non-profit organizations such as religious bodies, NGOs, associations, and clubs. It ensures that the group is recognized as a legal entity distinct from its members.
Requirements:
- Proposed Name
Reserve the name with CAC to ensure it is not already in use.
- Details of Trustees
At least two trustees are required. Provide:
- Full name, address, phone number, and email.
- Valid identification and passport-sized photographs.
- Objects of the Association
Clearly state the purpose and objectives of the organization.
- Constitution
A well-drafted constitution outlining rules and regulations.
- Minutes of Meeting
Detailed minutes from the meeting where trustees were appointed, signed by the chairman and secretary. Include the resolution to form the association.
- Advertisement in Newspapers
Publish notices in two national newspapers (one local and one widely read).
- Declaration of Compliance
Sworn before a notary public or commissioner for oaths.
- Registered Address
Physical address where the organization will operate.
- Registration Fee
Pay the applicable CAC fee for trustees’ registration.
Registration Process:
- Reserve the organization’s name on the CAC portal.
- Submit documents and payment online.
- CAC reviews and verifies the submission.
- Once approved, the certificate is issued.
Comparison of CAC Registration Requirements
Requirement | Business Name | Company | Incorporated Trustees |
Minimum Members | 1 | 1 for single-member, 2+ for others | 2+ trustees |
Memorandum of Association | Not required | Required | Required in the form of a Constitution |
Advertisement in Newspapers | Not required | Not required | Mandatory |
Share Capital Requirement | None | Depends on business type | None |
Conclusion
Navigating the CAC registration process can seem daunting, but understanding the requirements for each legal structure simplifies the journey. Whether you’re registering a business name, incorporating a company, or formalizing an association as incorporated trustees, adhering to these guidelines ensures smooth approval.
Would you like us to assist with the registration of your business name, company, or incorporated trustees? Contact us
Adebayo Oluwole is a seasoned chartered accountant and a member of Chartered Institute of Taxation of Nigeria with over twenty years of experience. His expertise cuts across accounting, auditing and taxation. He has helped hundreds of individuals translate their dreams into reality by offering them pre and post registration services. His focus is to help SMEs grow in the marketplace.