1.
By Section 35(2) of CAMA, the following documents must be submitted to CAC for the incorporation of all companies limited by shares be it Private (Ltd); Public (Plc) or Unlimited (Ultd).
(i)
Statutory Forms
(A)
FORM
CAC 1 – Availability Check and Reservation of Name (note that re-validation of
a reserved name is within 60 days of reservation).
(B)
FORM
CAC 2 – Statement of Share Capital and Return of Allotment of Shares (duly
stamped) at the stamp duties office (FIRS).
(C)
FORM
CAC 3 – Notice of Registered Office Address (physical address where the company
can receive notices and be served court processes).
(D)
FORM
CAC 4 – Declaration of Compliance with Requirements of CAMA (duly sworn by a
legal practitioner before a commissioner for oaths).
(E)
FORM
CAC 2.1 – Particulars of Secretary of the Company (if a company is appointing
secretary at the incorporation stage).
(F)
FORM
CAC 7 – Particulars of First Directors
(ii)
Other Documents:
These
include:
a.
Valuation Report (applicable in cases
where the company shares are paid for in consideration other than cash),
b.
Joint Venture
Agreements (applicable
where there is foreign participation),
c.
Business/ Work
Permit, (also
applicable where
there is foreign participation).
d.
Memorandum and Articles of Association (2 printed
copies, signed and duly stamped at the stamp duties office of the Federal Inland Revenue
Service (FIRS)).
e.
Original receipts of payment of
registration fee, stamp duties and
compliance oath.
f.
Any other document required by any
other law/regulation, such as Companies Regulation 2012.
These include:
(i)
a
qualifying certificate of the relevant management staff (Director) issued by
the relevant regulatory body of the profession or
(ii)
permit/licence
to operate issued by the relevant regulatory agency.
These requirements are applicable to
companies with object or name dealing with specified and
regulated business areas.
For instance, to
register a pharmaceutical company, a registered pharmacist must be a Director
and he should provide his license issued by the Pharmaceutical Society of
Nigeria (PSN).
Also, an Engineering Company
must have a Director with a Council for Regulation of Engineering in Nigeria
(COREN) practice license. A company that wants to engage in banking business
must obtain banking license from the CBN.
Take notice that the
requirement of document/certificate evidencing proficiency is also required for
formation of business name or incorporated trustee which is involved in
specialized business/object. For instance, the registration of law firm as a
Business Name requires evidence of Call to the Nigerian Bar; while a
non-business organization dealing on health care issues is required to have a
Doctor as Trustee, such as Nigerian Institute of Stress and National Action
Committee on Aids.
© Onyekachi Duru Esq and www.legalemperors.com, 2016. (All Rights Reserved) Unauthorized use and/or duplication of this material without express and written permission from this site’s author and/or owner is strictly prohibited. Excerpts and links may be used, provided that full and clear credit is given to Onyekachi Duru Esq and www.legalemperors.com with appropriate and specific direction to the original content.
© Onyekachi Duru Esq and www.legalemperors.com, 2016. (All Rights Reserved) Unauthorized use and/or duplication of this material without express and written permission from this site’s author and/or owner is strictly prohibited. Excerpts and links may be used, provided that full and clear credit is given to Onyekachi Duru Esq and www.legalemperors.com with appropriate and specific direction to the original content.