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Registration of Private Limited Company In Nigeria

The Corporate Affairs Commission (CAC) was established by the Companies and Allied Matters Act, which was promulgated in the year 1990 to regulate the formation and management of companies in Nigeria. The CAC is saddled with the responsibility of registering companies in Nigeria. It is a must for company formation in Nigeria if you want to run a legal business here.

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Being granted a loan is easier if you have a registered business in Nigeria.

Duties of a Director

(1) A director of a company stands in a fiduciary relationship towards the company and shall observe utmost good faith towards the company
in any transaction with it or on its behalf.
(2) A director owes fiduciary relationship with the company where—
(a) a director is acting as agent of a particular shareholder ; or
(b) though, he is not an agent of any shareholder, such a shareholder or other person is dealing with the company’s securities.
(3) A director shall act at all times in what he believes to be the best interests of the company as a whole so as to preserve its assets, further its business, and promote the purposes for which it was formed, and in such manner as a faithful, diligent, careful and ordinarily skilful director would act in the circumstances and, in doing so, shall have regard to the impact of the company’s operations on the environment in the community where it carries on business operations.

(4) The matters to which a director of a company is to have regard in the performance of his functions include the interests of the company’s employees
in general, as well as the interests of its members.

(5) A director shall exercise his powers for the purpose for which he is specified and shall not do so for a collateral purpose, and the power, if exercised
for the right purpose, does not constitute a breach of duty, if it, incidentally, affects a member adversely.

(6) A director shall not fetter his discretion to vote in a particular way.

(7) Where a director is allowed to delegate his powers under any provision of this Act, such a director shall not delegate the power in such a way and manner as may amount to an abdication of duty.

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Private Company

1) Private company is one which is stated in its memorandum of association to be a private company.

(2) Subject to the provisions of the articles, a private company may restrict the transfer of its shares and also provide that—

(a) the company shall not, without the consent of all its members, sell assets having a value of more than 50% of the total value of the company’s
assets ;
(b) a member shall not sell that member’s shares in the company to a non-member, without first offering those shares to existing members.

(c) a member, or a group of members acting together, shall not sell or agree to sell more than 50% of the shares in the company to a person who is not then a member, unless that non-member has offered to buy all the existing members’ interests on the same terms.

(3) The total number of members of a private company shall not exceed 50, not including persons who are bona fide in the employment of the company, or were, while in that employment and have continued after the determination of that employment, to be members of the company.

(4) Where two or more persons hold one or more shares in a company jointly, they shall, for the purpose of subsection (3), be treated as a single member.

(5) A private company shall not, unless authorised by law, invite the public to—
(a) subscribe for any share or debenture of the company ; or
(b) deposit money for fixed periods or payable at call, whether or not bearing interest.

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Consult Us For Your Business Name, Company (Private Limited) Registrations.

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We are Chartered CAC Accredited Agents. We are into registration of your Business Name, Company (Private Limited Company and Public
Limited Company), Incorporated Trustee as Foundation, NGO, CLUB, Association, Churches, Mosque etc, with CAC. We also undertake the rigorous process of your CAC post registration services such as Annual returns, change or correction of name, change of address, change of directors, change of nature of business etc

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Can a business name be registered as a company?

Business name can be lawfully turned into a company by simply closing the business name's record in CAC and opening/registering a new company with same name, if available.


If you would like us to undertake the whole process of registering your business in Nigeria and get your approved Certificate of registration or Incorporation to you,reach us by Call/WhatsApp on 07033097160.

Where a company is to be formed for the promotion of
commerce, art, science, religion, sports, culture, education, research, charity or other similar objects, and the income and property of the company are to be
applied solely towards the promotion of its objects and no portion thereof is to be paid or transferred directly or indirectly to the members of the company except as permitted by this Act, the company shall not be registered as a company limited by shares, but may be registered as a company limited by guarantee.

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We are into registration of your Business Name, Company (Private Limited Company and Public Limited Company), Limited Partnership and Limited Liability Partnership, Incorporated Trustee as Foundation, NGO, CLUB, Association, Churches, Mosque etc, with CAC.

We also undertake the rigorous process of your CAC post registration services such:

As Annual returns, change or correction of name, name substitution, change of address, change of directors, change of nature of business, registration of business name as a limited company etc.

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(1) At any general meeting, a resolution put to the vote shall be decided on a show of hands, unless a poll is (before or on the declaration of
the result of the show of hands) demanded by—
(a) the chairman, where he is a shareholder or a proxy ;
(b) at least three members present in person or by proxy ;
(c) a member or members present in person or by proxy and representing at least one tenth of the total voting rights of all the members having the right to vote at the meeting ; or
(d) any member or members holding shares in the company conferring a right to vote at the meeting being shares on which an aggregate sum has been paid up equal to at least one-tenth of the total sum paid up on all the shares conferring that right.

The notice of a meeting shall specify the place, date and time of the meeting, and the general nature of the business to be transacted in sufficient detail to enable those to whom it is given to decide whether to
attend or not, and where the meeting is to consider a special resolution, set out the terms of the resolution.

If the directors do not within 21 days from the date of the deposit of the requisition proceed to convene a meeting, the requisitionists, or any one or more of them representing more than one half of the total voting rights of all of them, may themselves convene a meeting but any meeting so convened shall not be held after the expiration of three months from that date.


If you would like us to undertake the whole process of registering your business in Nigeria and get your approved Certificate of registration or Incorporation to you,reach us by Call/WhatsApp on 07033097160.

All businesses transacted at annual general meetings are deemed special business, except declaring a dividend, presentation of the financial statements and the reports of the directors and auditors, election of directors
in the place of those retiring, the appointment, fixing of the remuneration of the auditors, appointment of members of the audit committee and disclosure of remuneration of managers of a company, which are ordinary business.

Your state of residence is never a problem. Your ethnic origin and your state of origin is not an issue. Irrespective of your location or state of residence, we will get your business registered and deliver quickly.

ANNUAL RETURNS

Every company shall, once at least in every year, make and deliver to the Commission an annual return in the form, and containing the matters specified in sections 418, 419 or 420 as may be applicable :

Provided that a company need not make a return under this section either in the year of its incorporation or, if it is not required by section 237 to hold an annual general meeting during the following year, in that year.

The annual return by a company having shares other than a small company shall contain with respect to the registered office of the company, registers of members and debenture holders, shares and debentures, indebtedness, past and present members, directors and secretary, the matters specified in Part I of the Seventh Schedule to this Act, and the return shall be in the form set out.

Being granted a loan is easier if you have a registered business in Nigeria.

How long does it take to register a business name in Nigeria?

Business name registration is faster. If the applicant provides all the required information, it takes just within 72 to register a business name in Nigeria.


If you would like us to undertake the whole process of registering your business in Nigeria and get your approved Certificate of registration or Incorporation to you,reach us by Call/WhatsApp on 07033097160