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After Registering Your Company, What Next?

After Registering Your Company, What Next?

Many people make this common mistake of going to sleep after registering a business name or incorporating a limited liability company. However, you must know that there are some other legal steps to take and there are some other agencies to register your company with even after registration with the Corporate Affairs Commission (CAC).

Some of these steps and agencies are listed below:

  1. Federal Inland Revenue Service (FIRS)– You must register with the FIRS to register your company for tax purposes. This means you must obtain a Tax Identification Number (TIN) which will enable you pay your taxes. To obtain a TIN, you must submit the following documents to the FIRS office closest to your business:
    1. A duly completed Application Form for TIN obtained from the FIRS Tax Office;
    2. Either your Certificate of Incorporation (if its a limited liability company) or Certificate of Registration of Business Name (if it’s a business name or enterprise) showing clearly the Registration Number of the business;
    3. The Memorandum and Articles of Association of your business (if a limited liability company);
    4. Documents providing the following information in respect of your business:
      1. The registered address (the address on record for your business at the CAC)
      2. The business address (if different from the registered address)
      3. The precise nature of the business
      4. The date the business commenced or will commence
      5. The date in each year which your business will give tax returns
      6. Name and addresses of all the banks used by the business
      7. Particulars of shareholders (name, address and amount of shareholding) in the case of a limited liability company or particulars of partners of the business in the case of a business name or enterprise.
      8. Names and addresses of the principal officers of the business (partners/proprietors of the business or directors of the company)
      9. Name and address of the business’s Auditors, Tax Representative and any other agents appointed by the business/company.
      10. Utility bill for your business address.

Many people do not like going through the stress associated with obtaining the TIN. But in reality, your bank’s account officer may assist you with getting this at a token.

 

  1. VAT Registration – Just like your tax, you must register for Value Added Tax (VAT) if your company will be engaged in the provision of goods and services. The procedure for registration is similar to that described above. After registration, you must make remittances to the FIRS at the end of every month if you have collected VAT from your customers. VAT in Nigeria presently stands at 5% on applicable goods and services.
  1. PenCom Registration – If you employ at least three (3) or more persons at your business enterprises, then you must register with the National Pension Commission for your employee’s contributory pension scheme.
  1. Nigerian Investment Promotion Commission (NIPC) – If your business enterprise involves non-Nigerians as investors or shareholders, then you must register with the NIPC.
  1. Other Regulatory Agencies – aside from registration with the CAC, you may be required to register with the appropriate regulatory agency before you can embark upon certain trades or businesses. For instance, you must register with the Department of Petroleum Resources (DPR) if you intend to go into oil and gas business or with Nigerian Communications Commission (NCC) if you wish to go into provision of telecommunication, or NAFDAC if you seek to go into production of food and drugs, etc.
  1. Post Incorporation Filings at CAC – after your business registration/incorporation, there are still some post-incorporation filings which must be regularly undertaken at the CAC. These include the annual report which you must file annually; changes in your business address or other company information except the ages of the individuals; changes in the shareholding or share capital of the company, resignation or replacement of a director, etc.

 

You must note that failure or neglect to comply with the above requirements may atimes attract serious sanctions, including deleting your company if you fail to file the Annual Returns.

Manuel Akinshola Esq.

 

If you need our professsional services on any of the above matters, then contact us by phone on +234909 601 6093 or use our contact us form here.

SUMMARY OF THE GENERAL GUIDELINES FOR FOREIGNERS INTENDING TO DO BUSINESS IN NIGERIA  

SUMMARY OF THE GENERAL GUIDELINES FOR FOREIGNERS INTENDING TO DO BUSINESS IN NIGERIA

 

  • Requirements For Foreigners to Register a Business a Nigeria
    1. In Nigeria generally, a foreigner is allowed to fully own a company or own same jointly with a Nigerian. It is only in business enterprises which are on the “negative list” that a foreigner is not allowed to fully own a company. Such business enterprises on the negative list include production and/or dealing in arms, ammunition, narcotic drugs and psychotropic substances.
    2. However, for a foreign-owned company, the minimum share capital before Business Permit can be granted is Ten Million Naira (N10.M).
    3. Please note, however, that there are some business enterprises which have prescribed minimum share capital which may be far higher than N10.M. [Information on prescribed share capital (if any) will be provided once the nature of the intended business is known].
    4. Directors can be Nigerians or non-Nigerians, resident or non-resident, though the status of each must be stated. In reality, it is always recommended for a foreign-owned company to have a Nigerian as the Chairman, a director or non-executive director to assist it with navigating the local business waters.
    5. After incorporation, there are some other regulatory approvals before a foreign-owned company will be allowed to carry on operations or be able to repatriate its income and earnings.
    6. The mandatory regulatory approvals include the following:
      1. Registration with Nigerian Investment Promotions Council (NIPC) – The NIPC is the government body saddled with the official responsibility of regulating foreign investments in Nigeria. The NIPC Act mandates that any company with foreigners’ participation must be registered with the NIPC.
      2. Registration with the Federal Inland Revenue Service (FIRS) – This is the regulatory body in charge of Federal tax matters including the Companies Income Tax.
      3. Certificate of Capita Importation – to allow repatriation of funds
      4. Business Permit – foreign nationals wishing to start business, trade or a profession in Nigeria must first obtain a business permit. This Business Permit is to legally allow for the local operation of such a business that has foreign interest.
      5. Expatriate Quota – If a company wishes to employ expatriates, such must obtain an Expatriate Quota position for each of the expatriates it wishes to employ. The expatriate quota stipulates the maximum number of expatriates that can be employed by the company.
      6. Residence Permit – The Nigerian Immigration Service issues a Combined Expatriate Residence Permit and Aliens Card (CERPAC) for expatriates who intend to work and live in the country. This is after the grant of the expatriate quota positions. Each expatriate will be required to apply and they can be accompanied by their families and dependants.
      7. Other necessary approvals include:
        1. Pioneer Status
        2. Transfer of Technology Agreements

 

  • Registered Office
    1. It is not specifically stated that a company doing business in Nigeria must have a registered office; however, many documentations for governmental approvals must contain the physical address of the applicant company. So, it is naturally assumed that such a company must have a physical location for the service of necessary papers or correspondence.
    2. In certain situations, evidence of the location or physical address of the company must be provided. For example, in the application forms for Business Permit and approval for Pioneer Status, there is the requirement that the company must submit evidence of business premises in form of a tenancy, lease or purchase agreement.
    3. Let us end by stating that obtaining a registered office/location anywhere in Nigeria should not be a matter for concern. Our firm is able to procure whatever the size, location or number of physical offices your organization may desire.

 

  • Requirements for Accounting
    1. Under the Companies and Allied Matters Act (CAMA), the law mandates that all companies must maintain books of accounts and produce their financial statements under the International Financial Reporting Standard (IFRS).
    2. Aside this, there is no requirement of a specific chart or accounting systems or accounting software/host for company’s accounts in Nigeria.
    3. Please note that at the first meeting of the directors of the company, they must decide on what date of the year their financial statements will be made up to, and then give notice of this date to the CAC within 14 days.
    4. A report must also be prepared by the director containing a fair view of the company’s business, its development, amount recommended as dividends, amount recommended as reserves, the financial activities of the company during that year, etc.

 

  • Taxes for Companies in Nigeria
    1. Companies Income Tax in Nigeria
    2. Personal Income tax
    3. Withholding Tax
    4. VAT
    5. Please note that there other levies payable by companies in certain business activities.

However, exemptions are available on taxable incomes for foreign businesses.

 

Our Services;

As legal practitioners, we are available to offer your organization consultancy and legal advisory services. These services range from incorporating/registering your business enterprise, obtaining the requisite government approvals on your behalf, procuring and completing the process of acquisition of leasehold or freehold properties for your operations, engaging other professionals where their expert services are needed, and generally offering legal services for the successful take-off and continued operation of your business enterprise. Our devotion is to the success of your business venture in Nigeria.

Our guiding principle here is our integrity. We have associated with many other individuals and organizations from outside Nigeria many of whom we never knew but today remain some of our best clients, expressing their satisfaction with our professional services.

It is our belief that you too will be satisfied with our professional services.

Thank you.

Manuel Akinshola Esq.

Managing Solicitor

Jacobs & Bigaels

Legal Practitioners

 

If you need any information on the above matters,    then contact us by phone on +234909 601 6093 or use our contact us form here.

We look forward to being of service to you.

 

(Disclaimer: Please note that the above summary is for advisory purposes only).

 

Thinking About Investing in Nigeria?

Thinking about investing in Nigeria’s economy? Then we can help you out.

Nigeria has a large and fast-growing economy with attractive benefits for foreign investors. Some of the most attractive business opportunities in Nigeria include oil and gas, mining, agriculture, manufacturing, telecommunications and real estate. With a population topping 200 million people, you can be sure of attractive returns on your investment within a reasonable period.

We will offer you our professional, advisory and consultancy in the following areas:

  • incorporation/registration of your business entity
  • procurement of necessary regulatory approvals in areas like business permit, residence permit for  foreign workers,
  • registration of your business entrrprise with necessary regulatory bodies including Nigerian Investment Promotion Council (NIPC), NOTAP, etc where applicable.
  • source of suitable landed properties for the establishment of your investment project and carry out the perfection of title accordingly.
  • assist you in conjunction with other profesionals to source for and secure the necessary workforce, including those on management cadres.

As international lawyers, we’ll offer you our professional services to ensure a seamless and hassles-free take-off of your business project. With integrity built over two decades, we remain lawyers in good standing in jurisdictions where we carry out our legal practice. And with our professional integrity as assurance, you can be rest assured that you are in safe hands. Our honesty of purpose is your safeguard.

If you need any information on the above matters,    then contact us by phone on +234909 601 6093 or use our contact us form here.

We look forward to being of service to you.