How to register a company without shares?

How to register a company without shares?

May 09, 2019

The stipulation for registration of a company is that it must be registered with shares. The Corporate affairs Commission (CAC) is strict in its adherence to this rule. A private company limited by shares must allot at least 25 percent of its shares before it can be registered.

However, there is a type of company where the subscribers can register the company without shares. This type is called a company limited by guarantee. In a company limited by guarantee, the subscribes are only liable for the amount in which they undertake to.

A company limited by guarantee is usually incorporated to promote a certain objective or for the advancement of art, culture, science etc. It is not for profit but can enter into commerce but any money gotten must be for the Advancement of its objectives.

The following is the procedure for the registration of a company limited by guarantee;

  1. Reserve the company’s name with the commission
  2. Download and Fill in the CAC 1.1 from the CAC website.
  3. Download and Fill in the Memorandum and Articles of Association Form from the Corporate Affairs Commission site.
  4. Print and sign the CAC 1.1 Form and Memorandum and Articles of Association.
  5. Upload the documents on the site.

The document to be uploaded includes;

  1. Availability printout
  2. CAC 1.1 form
  3. Memorandum and articles of association
  4. Identification of the subscribers
  5. Payment printout
  6. Consent letter from the Attorney General

 

 

 

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 advice, 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 advice 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.

 

More Articles

Search

Connect With Us

Got any questions?

If you are having any questions, please feel free to ask.

Send us an email

Frequently Asked

  • When are Annual Returns due for filing?

    A company’s first Annual Returns are due for filing after 18 months of its inception, subsequently it should be filed annually as the name implies. The filing dates could differ for each company depending on their financial year end but must be filed not later than 42 days after its Annual General Meeting.

    The Annual Returns for Business Names is due not later than the 30th of June each year except in the year the business was registered.

  • Do I need a Company Secretary?

    A limited liability company (LLC) must not have a company secretary.

  • 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
  • What are the benefits of Registering with SON?
    1. Product traceability in the Nigerian market
    2. Detection of counterfeit products
    3. Barriers to the circulation of substandard goods
    4. The official SON Product Registration Logo and number are displayed on registered products.
  • Can I use the data collected legally for one purpose for another purpose?

    No, you can’t use the data collected for one purpose for a different purpose.

  • Can an industrial design be sold?

    An industrial design is a company asset and the right to sell is in the hands of the registered owner.

  • What are the product categories available when registering with NAFDAC?

    The product categories include: Food, Cosmetics, Drug, Medical Device, Agro-Chemicals & Pesticide, Veterinary Products, Vaccines & Biologicals, Herbal and Nutraceuticals and Water

  • Who can be directors in my company?

    Any two adults can be directors in a company.

  • Why do I need a trademark?

    You need to register your trademark because if you don’t register it, someone else can! It helps identify you as the source and indicates a consistent level of quality of your products and services. Securing a registered trademark protects your brand, and provides you with tools to prevent someone else from using similar signs and riding off the back of your business.

Call Us Now on +234 901 719 0079 Chat on WhatsApp