Category: Law Firms

After Registering a Company, What Next?

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After Registering a Company, What are the next steps to take?

Many people make the mistake of believing that they only need to register their company with the Corporate Affairs Commission (CAC). Hence, upon completing the registration of their business name or incorporating a limited liability company, they go to sleep. However, you must know that there are some other legal steps to take and other agencies to register your company. Although, these other registrations should be done after completing the registration with the Corporate Affairs Commission (CAC).

what next after registering a company?

Some of these steps and agencies are listed below:

Federal Inland Revenue Service (FIRS)

You must register with the FIRS to register your company for tax purposes. This means that you must obtain a Tax Identification Number (TIN) which will enable you to 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 it’s 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. An explanation of the precise nature of the business
    4. The date the business commenced or will commence operation.
    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 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.

 

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 7.5% on applicable goods and services.

 

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.

 

Nigerian Investment Promotion Commission (NIPC)

If your business enterprise involves non-Nigerians as investors or shareholders, you must register with the NIPC.

 

Other Regulatory Agencies

Aside from registration with the CAC, you may be required to register with the appropriate regulatory agency before embarking on some trades or businesses. For instance, you must register with the Department of Petroleum Resources (DPR) if you intend to go into the oil and gas business. You must register with the Nigerian Communications Commission (NCC) if you wish to go into the provision of telecommunication. Likewise, you must register with NAFDAC if you seek to go into the production of food and drugs, etc.

 

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. Also, 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 sometimes attract serious sanctions. If you fail to file the Annual Returns, these sanctions may include the deleting of your company.

Manuel Akinshola Esq.

(Disclaimer: Please note that the above summary is for information purposes ONLY and does not constitute a legal advice or opinion)

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

Foreigners’ Guidelines For Doing Business in Nigeria

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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 the same jointly with a Nigerian. However, a foreigner is not allowed to fully own a company or business enterprise on the “negative list”. 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 (₦10M).
    3. Please note, that there are some business enterprises that have prescribed minimum share capital which may be far higher than ₦10M. [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.
  2. 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 a business, trade, or a profession in Nigeria must first obtain a business permit. This Business Permit is to legally allow the local operation of such a business that has a 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 dependents.
  3. 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 documents 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 of concern. Our firm is able to procure whatever the size, location, or a 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 from this, there is no requirement for a specific chart or accounting system or accounting software/host for the 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, the amount recommended as dividends, the 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 are other levies payable by companies in certain business activities.

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

 

Our Services (How We Can Help You)

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 information purposes ONLY and does not constitute a legal advice or opinion).

 

Wish to live legally in Canada? There are many avenues available to you.

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There are many legal avenues to emigrate to Canada and live legally. Some of these avenues include the following:

  1. Immigrate (Express Entry) – The Canadian Federal and Provincial Governments have many Express Entry programs for foreign nationals wishing to settle and live in Canada. There are currently over 60 programs available. But the most appropriate program for you will depend on your background, training/knowledge or goals.

Under the Express Entry, there are many categories for professionals and workers. Some of these include the Federal Skilled workers Program, Provincial Nomination Programs, the Canadian Experience Class, the Federal Self-Employed Program, etc.

  1. Work – You can work and live legally in Canada if you have a work permit. Of course, it is common knowledge that Canada is in need of a workforce, but this doesn’t mean that you must not follow the legally stimulated procedure. Generally, to work in Canada, you require a work permit. And this work permit is almost always issued by the Canadian High Commission/Embassy of your country.

There are, however, certain persons who may not need a work permit in Canada, and these include Business Visitors, Military Personnel, Performing Artists, Athletes and Team Members, News Reporter, Clergy, Public Speakers, Health care students, etc.

  1. Study – You may study and live in Canada. But forget about the hype; you must obtain a Study Permit which will be issued by the High Commission/Embassy of your country.

You are also allowed to work while you study in Canada, for a number of hours per week.

But the major advantage in studying in Canada is that the system allows you to work after graduation. It is called Post-Graduation Work Permit. Under this scheme, you may stay and work in Canada for up to three years after you graduation under an open work permit. The experience you gain here may come useful if you decide to settle permanently.

  1. Business – There are several options available for business persons, investors or managers to live and work permanently in Canada. The Canadian and Provincial Governments offer a variety of options that may fast-track your immigration process.

The most appropriate business class option for you will depend on a number of factors, including your net worth, the Province of your intended settlement, your experience, etc.

  1. Family sponsorship – If you have a family member who is a citizen or permanent resident in Canada, he may sponsor your immigration. However, the relationship category allowed for sponsorship is limited to spouses and common-law partners, parents, grandparents, and dependent children.

There is also the Super Visa program which allows the parents and Grandparents of Canadian citizens and permanent residents to come to Canadian as visitors for two consecutive years at their initial visit without having to renew their status. Of course, you do not have work rights under this Super Visa option but the visa can remain valid for up to 10 years, allowing for re-entry during this period.