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Steps Towards Establishing a Nigerian Company with Foreign Participation (FDI)


1.            Prepare and execute JVA and other pre-incorporation contracts if in partnership with Nigerian(s)

2.           Incorporate the company with the Corporate Affairs Commission (bearing in mind the procedure for incorporation) and obtain original certificate of incorporation and relevant CTCs of incorporation documents.

3.           Importation of Capital through a Authorized Dealer (Approved Bank or CBN) and obtain certificate of Capital Importation issued by the Central Bank of Nigeria.

4.           Register the Company with the Nigerian Investment Promotion Commission, accompanied with relevant documents such as (a) original copy of the duly completed NIPC Form (b) original copy of the treasury receipt for the purchase of NIPC Form (c) a copy of the certificate of capital importation (d) a copy of the certificate of incorporation of the applicant company (10m is the authorized share capital) (e) a copy of the Tax Clearance Certificate of the applicant company (f) Certified True Copy of CAC Form 2 and 7 (g) copy of the Certified True Copy of Memorandum and Articles of Association (h) copy of treasury receipt as evidence of payment of stamp duties on authorized share capital of the company as at the date of application (i) a copy of the JVA agreement (unless 100% foreign ownership) (j) a copy of the feasibility report and project implementation programme of the company for its proposed business (k) a copy of the deed(s) of sub-lease/agreement evidencing firm commitment to acquire requisite business premises for the company’s operation (l) copy of the information brochure on foreign shareholder (if available) as testimony of international expertise and credibility of the foreign partner in the proposed line of business (m) Evidence of having sourced in the plant and machinery to be used in the company’s business (n) job title designations of expatriate quota positions required and CV’s of management/technical staff proposed for employment.

5.           Apply to the Securities and Exchange Commission for registration of the interest of foreigner in the shares of the company.

6.           Obtain relevant permits from relevant regulatory agencies (e.g. business permit (Nigerian Immigration Service), Expatriate Quota (Nigerian Immigration Service); Residence Permit (Nigerian Immigration Service), visa (Nigerian Immigration Service); certificate of Approval for transfer of technology (NOTAP); certificate of Acceptance of Intention to incur capital expenditure (Fed. Ministry of Trade and Investment); Certificate of Capital importation (Central Bank of Nigeria or authorized Dealer).


7.           Apply to obtain relevant incentives and reliefs available under our law to foreign investors.


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