business name registration

Let me start with definition of a company before diving into today's discussion.

Definition of company

A company is a type of corporate structure whereby the legal status of the business is mostly separated from its proprietor. It has its own personality which means it is a legal entity of its own and has the capacity to sue or be sued. Registration of a company is principally regulated by the Corporate and Allied Matters Act (CAMA) and the Corporate Affairs Commission (the commission).
There are basically two types of company. It could be a private company or a public company. 

A private company usually cannot sell its shares to the general public unlike a public company and also, a private company must restrict the transfer of its shares by its articles of association and its total membership cannot exceed 50.

The Foundation

The very first thing to do in registering your own company is to develop a business plan. This is a document setting out a business's future objectives and strategies for achieving them, it contain the goals and projections for the business. This documents spells out what type of business you intend to go into, and how you intend to go about that business.

There are three main types of business models:

  1. Sole proprietorship (also called sole trader)
  2. Partnership 
  3. Incorporated companies.
In registering those three types of business could be registered with the Corporate Affairs Commission, which is the Commission saddled with the responsibility of registering and supervising registered companies in Nigeria by virtue of the Companies and Allied Matters Act, 2000.
Depending on the business model adopted, the business could be registered into:
  • Business name
  • Private Company Limited by shares
  • Public Company Limited by shares
 After a decision of the preferred business sought to be registered the steps to be taken in registering are;

Business name registration steps

Step1: Name Availability Search/Reservation
The first step to register a company in Nigeria is the name availability search. This is the stage in which you research the name of the company you intend to register to check whether it is available or already in use. You may do so on the Corporate Affairs Commission online portal http://publicsearch.cac.gov.ng/comsearch/

According to Lawpadi.com its important to note that in deciding on the name there are certain words or names that are restricted or prohibited from being registered which would include:
  • Names that contain the words "Chamber of Commerce", "Federal", "National", "Regional", "State", "Government", "Municipal" or "Chartered", "Co operative" or the words "Building Society"; or "Group" or "Holding".
  • Names that in the opinion of the Commission is capable of misleading as to the nature or extent of its activities or is undesirable, offensive or otherwise contrary to public policy.
  • Names that in the opinion of the Commission would violate any existing trademark or business name registered in Nigeria unless the consent of the owner of the trademark or business name has been obtained.
Once the proposed name of the company is available for use, you may reserve sane for up to 60 days during which no other company may use the reserved name.

Step 2: Registration
Business name can be registered by an individual, and registered in the same manner as other companies, however, with lesser requirements and formalities.
Under CAMA, a private company must have a minimum of 2 members, and can only have a maximum of 50 members. The founding members of any company must not be under the age of 18 years old, of unsound mind, an undischarged bankrupt, or disqualified under the Act from being a Director. An alien or foreign company may join in the formation of a company but must comply with the provisions of any enactments or laws in force at the time. Such may include the Investment and Securities Act, Nigerian Investment Promotion Act, Immigration Act and so on.

The first thing would be to complete the pre-registration from CAC 1.1 for registration of company which should be accompanied with

Step 3: Payment, Submission and Collection of Certificate
Once the required documents are complete, you may proceed to pay the relevant fees. The fee is determined by the authorised share capital of the company. Once all the documents are uploaded submission is finalised.
After the application, the CAC will contact you if there are any queries. If there are no queries, the CAC will inform you once the registration is complete. The process must be approved by the Registrar-General of the Commission and only then can a certificate of incorporation be issued, and collected from the indicated location.

Conclusion

In conclusion, business name registration process has now been easier with the trend of the internet and advancement in electronic documentations. Prior to 2017, the registration process was manual, but due to some of the innovations adopted by the Corporate Affairs Commission, most of the registration process are done on the internet via www.services.cac.gov.ng.


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