Company Name Change: A Step-by-Step Guide

By Alexander Odidi, Esq. A


Regardless of the type or nature of the entity you want to register, choosing the name is almost always the first thing to consider. That name is the one that is registered with the Corporate Affairs Commission (CAC) and appears on the Status Report and on the Certificate of Incorporation.

Choosing the name is up to you, but CAC conducts an official search. If the name is available, you can reserve it and proceed with registration. 

Along the line, different circumstances may warrant a name change. You may want to improve the scope of your business and branch out to wider aims and objectives. How can you change the company or business? 

This article answers your questions and includes solid steps to get it done. 

First Things First 

Before starting the process, make sure your filings are up-to-date. CAC will have no problem rejecting your application when your compliance record contains outstanding annual returns payment. 

If you're lagging behind in payments, go on the portal and regularise your company's payment history. If left undone, the Commission may strike off the company at a later date. 

Statutory Basis for Company Name Change 

A company, through its officials, can choose to change its name voluntarily. The statutory basis is section 30(3) of CAMA 2020. By a special resolution and with the approval of the Commission signified in writing, the company can change its name.

Note: No approval is required where the only change is substituting “Public Limited Company” for “Limited” or vice versa. You can do that without a consent application. 

Steps for Name Change on CAC Portal 

Step 1: Reserve New Company Name 

  • Log into the CAC Portal and run a free search to make sure the new proposed name is unique and available to use. 

  • Apply to reserve the new name and pay the fee. The Availability Code will be issued upon approval of the name. 

Step 2: Ready Supporting Documents 

  • A meeting should have been held by the company to pass and sign a Special Resolution (for companies) or an application letter (for Business Names). 

  • Update the Company's Memorandum and Articles of Association (MEMART) if required.

  • Keep a digital copy of your old Certificate of Incorporation.

Step 3: File for Name Change

  • Log back into the portal and select Post-Incorporation Services.

  • Choose Change of Name and input your new AV Code.

  • Upload your signed resolution and old certificate.

  • Pay the filing fees and any required stamp duty fees.

  • Submit the form and wait for review.

Step 4: Download New Documents

  • Once approved by the CAC, download your new Certificate of Incorporation and updated Status Report.

After Changing the Company Name 

For your company, changing the name is only half the job. With your new CAC Certificate, you have to update some of your business information to reflect the name change. This includes: 

  • Bank details, such as account name, mandates, and cheque books. 

  • Update tax records and particulars with the Nigeria Revenue Service.

  • Sector licences and permits issued in the company's name. 

  • Existing contracts that may need the new identity 

  • Business documents, such as invoices, letterheads, and receipts. CAMA requires the company name and details to appear on letterheads. 

  • Emails and websites where applicable. 

  • Trademark details where applicable 

Conclusion 

There are many reasons why your company may need to change it's name. Whether it's a personal, collective, or statutory reason, now you know the requirements and the steps to follow. 

FAQ 

  1. Can the CAC propose a mandatory change of company name? 

Yes. A company may be directed by the CAC to change its name compulsorily in some circumstances, including where the Commission has inadvertently registered a name identical to that of an existing company; or business name; or one so nearly resembling it as to be likely to deceive the public. 



Disclaimer: This article is for general informational and educational purposes and does not constitute legal or professional advice. LegalBizPro is not an affiliate or part of the CAC. 

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