DigitalHub

Startup & Tech Website News in Africa

Step by step approach on How to Do CAC registration

Step by Step on how to Register a Company (Private or Public)
Check for availability of proposed company name (click here). Read more about name reservation and Reserve a new Name (click here)
Complete pre-registration form – CAC1.1 (Online using Company Registration Portal)
Pay filing and Stamp duty fees Check the Fees for our Services here
Steps 1-3 can be completed on COMPANY REGISTRATION PORTAL (CRP)
Prepare the signed scan copy of your pre-registration documents for upload as follows:
Form CAC1.1
Memorandum and Article of Association (MEMART)
Recognized form of identification for Director(s)/Subscriber(s) and Secretary
Evidence of payment to CAC
Upload the scanned documents for processing. (click here)
Submit the original copies of the documents uploaded at step 6 (Form CAC1.1, MEMART, etc) to the CAC office you had selected in exchange for your certificate and the Certified True copies of the documents.

Step by step approach on How to Do CAC registration 1

Step by Step on how to Register a Limited by Guarantee
Check for Name Availability (click here)
Reserve a Name (click here)
Fill CAC1.1 Form (Online using Company Registration Portal)
Pay appropriate Stamp duty fee to Federal Board of Inland Revenue Service
Pay filing fee to Corporate Affairs Commission
Scan and save as PDF format the dully completed Form CAC1.1 together with Memorandum and Articles of Association (MEMART), recognized form of identification for Director(s)/Subscriber(s) and Secretary. Upload the scanned documents for processing. (click here)
The Commission is oblidged to obtain approval of the Attorney General of the Federation before registration of the Company Limited by Guarantee.

Home / Registration steps
Registration steps

Step by Step on how to Register a Company (Private or Public)
Check for availability of proposed company name (click here). Read more about name reservation and Reserve a new Name (click here)
Complete pre-registration form – CAC1.1 (Online using Company Registration Portal)
Pay filing and Stamp duty fees Check the Fees for our Services here
Steps 1-3 can be completed on COMPANY REGISTRATION PORTAL (CRP)
Prepare the signed scan copy of your pre-registration documents for upload as follows:
Form CAC1.1
Memorandum and Article of Association (MEMART)
Recognized form of identification for Director(s)/Subscriber(s) and Secretary
Evidence of payment to CAC
Upload the scanned documents for processing. (click here)
Submit the original copies of the documents uploaded at step 6 (Form CAC1.1, MEMART, etc) to the CAC office you had selected in exchange for your certificate and the Certified True copies of the documents.

Step by step approach on How to Do CAC registration 2

Step by Step on how to Register a Limited by Guarantee

Conversion and Re-registration of Private Company as Public
Application should be accompanied by the following:

Special resolution signed by at least two directors to conver and register the company
Memorandum and Articles of Association as required under CAMA for public companies
Written statement by the Directors in respect of share capital
Balance shet as at the date of the resolution or the preceding six months, whicevre is later
Statement must show that the paid-up capital of the company as at the date of the application is not less than 25 percent of the authorized share capital
Copy of any prospectus or statement in lieu of prospectus delivered within 12 months to Commission
Payment of filing fees
Annual Returns to be filed up to date
Evidence of S.636 (in case of banks etc)

Re-registration of company Limited by Shares as unlimited Company
An application in the prescribed form signed by two directors and the Secretary and accompanied by:

A prescribed form of assent to the company being registered as unlimited
A statutory declaration made by directors of the company
Stamped Memorandum and Articles of Association incorporating the alterations set out in the application
Payment of filing fees

Re-registration of Unlimited Company as Limited by Shares
Special resolution stating the proposed share capital and requisite alterations in the Articles
Application in the prescribed form signed by at least two directors and secretary
Memorandum as altered in pursuance of the resolution
Articles so altered
Company’s balance sheet as at date of the resolution or the precedent six months, whichever is later
Statutory declaration in the prescribed form by two directors and the Company Secretary that the special resolution required by Section 50 of the CAMA has been passed, and that the company ‘s net assets are not less than the aggregate of the paid-up share capital and undistributable reserves
Copy of prospectus or statement in lieu of prospectus delivered within the preceding 12 months to the Securities and Exchange Commission
Payment of filing fees

Registration of Mortgages, Debentures and Charges
Completion of statutory form with instrument creating or evidencing mortgage or charge attached
Payment of stamp duty to Federal Board of Inland Revenue
Payment of filing fees
If out of time, a court order extending the time should be attached

Increase in Share Capital
Notice of increase in share capital in the prescribed form
Statement of increase in the prescribed form
Payment of Stamp Duty to Federal Board of Inland Revenue
Notice of increase to be signed by the company’s two directors or the secretary
Payment of filing fees
Evidence of compliance with S.636 where applicable

Change of Name
Availability and Reservation of new Name
Application giving reasons for the change of name signed by two directors
Special Resolution stating the change desired duly signed by two directors of the company
Surrender of the original Certificate of Incorporation for cancellation
Payment of filing fees
Up to date Annual Returns
Stamped memo and articles bearing the new name
S.636 in case of Banks, Financial Institutions etc

Company Searches
Completion of prescribed form
Payment of search fees
Annual Returns to be filed up to date

Obtaining Certified True Copies (CTC) of filed Documents
Completion of application form
Payment of filing fees
Photocopies of documents
Up to date Annual Returns

CTC OF Certificates
Affidavit supporting the application deposed by a company director
Application to the Commission to be signed by the chairman or two directors
Payment of filing fees
Up to date Annual Returns

Other Statutory Filings
Annual Returns
Each company has to within 42, days of its Annual General Meeting submit to the Commission in the prescribed form a statement of its accounts; or a letter explaining absence of statement of accounts. Non compliance with this provision attracts penalty and the risk of having their companies struck off the companies register
Payment of filing fees
Alteration of Memorandum and Articles
Special Resolution signed by at least two directors to be filed within 43 days
Payment of filing fees
Re-stamping of memorandum
Altered memorandum should be stamped at the Federal Board of Inland Revenue
Up to date Annual Returns
S.636 to be complied with where necessary
Change of Directors
Special Resolution
Filing of new form CO7 to be supported by resolution
Payment of filing fees
Appointment/Change of Secretary
Special Resolution signed by at least two directors
Filing of new form CO7A
Payment of filing fees
Extracts of meeting where directors were removed or appointed
Allotment of Shares
Special resolution signed by at least two directors
Payment of filing fees
Filing of new form C02
Evidence of increase in share capital
Filing of Statement of Affairs by Bank, Insurance Companies and other Financial Institutions
Every Banking, Insurance and other financial institution shall before it commences business and on the first Monday in February and first Tuesday in August of every year submit to the Commission a Statement of its Affairs
NOTE:

Directors of company can register limited liability company (llc) without the services of a Legal Practitioner, Chartered Accountant and Chartered Secretary but must show evidence of membership of that company.