How to register a foreign company in Nigeria

How to register a foreign company in Nigeria

July 23, 2019

Companies registered in other countries can also be registered anywhere in the world. The process of registering foreign companies for business participation in other countries can be a little overwhelming considering the factors of setting up a company in a totally new environment with different laws, business values and challenges. We have decided to write this short article in order to aid foreigners who intend to register businesses in Nigeria.

The Nigerian system has made it quite easy for foreign business participation in Nigeria. There are a few requirements for such participation and they include;

  1. Foreign companies intending to do business in Nigeria must incorporate a limited liability company with share capital of at least 10million naira with the Corporate Affairs Commission (CAC). This process usually takes 2-3weeks.

Requirements for the registration of a foreign company in Nigeria

  • A Nigeria address for receipt of documents and notices
  • Name and address of business
  • Nature /object of business
  • Share capital at least 10million naira and the share capital structure i.e how it would be shared between the shareholders.
  • Particulars of shareholders and valid identification cards
  • Particulars of directors and valid identification cards
  • Particulars of secretary and valid identification cards.

There are exceptions to this general rule of registration of foreign companies in Nigeria as stated in (S 56) Companies and Allied Matters Act (CAMA). These exceptions are:

  • Foreign companies invited to Nigeria by the government to carry out a specific duty.
  • Foreign companies in Nigeria for the execution of specific individual loan projects on behalf of a donor or international organization
  • Foreign companies engaged only in export promotion activities
  • Engineering consultants and technical experts engaged in specialist project under contract with the government or any other agency where such contract is approved by the government.

REQUIREMENT OF FOREIGN COMPANIES AFTER REGISTRATION

  1. TIN and VAT registration; Foreign companies are expected to obtain a tax identification number at the Federal Inland Revenue. This process can take 1-2 weeks.
  2. Foreign companies are required to open a domiciliary with a bank in Nigeria and obtain certificate of capital importation.
  3. Foreign companies are required to register at the Nigerian Investment promotion council a body set up to monitor foreign investment in Nigeria.
  4. Foreign companies are required to register with the Federal Ministry of Internal Affairs and obtain a business permit, which is a requirement to obtain expatriate quota and start its work permit application if it intends to employ foreign staff.

After the fulfillment of these steps your company is ready for business in Nigeria.

The information in this blog post (“post”) is provided for general informational purposes only, no information contained in this post should be construed as legal advise, nor is it intended to be a substitute for legal counsel on any subject matter. No reader of this post should act or refrain from acting on the basis of any information included in, or accessible through this post without seeking the appropriate legal or professional advise from the particular facts and circumstances at issue from a lawyer.

This post is protected by intellectual property law and regulations. It may however be shared using appropriate sharing tools provided that our authorship is always acknowledged and this Disclaimer Notice attached.

 

For further enquires;

info@618bees.com

234-1280-3791

www.618bees.com

Team 618bees

 

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Frequently Asked

  • Why must I file Annual Returns?

    It is a mandatory statutory requirement under the Companies and Allied Matters Act to file Annual Returns yearly. 
  • What’s the difference between a business name and an LLC?

    • A business name is a sole proprietorship, usually owned and managed by one individual only. Legally, the sole proprietor and his business are one. It simply means an individual trading with an alias. The sole proprietor is personally liable for all business related obligations.

    • A limited liability company on the other hand is a separate business entity from the individuals that hold its shares and act as directors. Legally, it’s a separate business entity and a person on its own who can transact business, own property separate from its owners and can sue or be sued. 
  • What are the terms of a contract?
    • an offer and an acceptance.
    • competent parties
    • Consideration
    • Legal subject matter
    • Mutual agreement/ Assent
    • Conesus ad idem
    • Obligation
  • If I have NAFDAC Registration number, do I still need SON registration number?

    SON Product Registration scheme is mandatory for all SON’s regulated products as mandated by SON Act 56 of 1971, 20 of 1984, 18 of 1990 as amended.

    This is irrespective of the registration done by NAFDAC
  • What is classified as personal data?

    Name, photograph, personal health/bio information, account/financial information, phone number, Address, date of birth, place of birth, Email address, etc.
  • What is the difference between licensing and assigning a patent?

    Licensing a patent means granting permission to another individual or organisation to make, use as well as sell the creation that has been protected by patent.

    A patent assignment on the other hand, is a finished exchange of patent rights starting with one individual then onto another person.
  • What will happen if I buy the wrong category of forms with NAFDAC?

    Nothing, the purchased form will be in your account for future use.

     
  • Can my kids be shareholders in my company?

    Yes your kids can hold shares in your company but there must be a minimum of two adult shareholders before kids can be included.
  • Can I trademark my logo and name separately? Why is this a good idea?

    Yes you can. The advantage is that it gives you the opportunity to have more than one logo or the opportunity to change your logo easily as opposed to registering the name and the logo as one trademark.
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