LegalBizPro - CAC Business Guides

Ask around Nigerian business circles and you'll hear the ₦100 million rule quoted like settled law: every foreign-owned company must have ₦100 million in capital, full stop. The reality offers a different view, and understanding where this number actually comes from changes how you should treat it. Myth 1: "It is a CAMA Law" It is not. The Companies and Allied Matters Act (CAMA) 2020, the law CAC administers, sets minimum issued share capital at ₦100,000 for private companies generally. This is nothing close to ₦100 million, and no special CAMA provision singles out foreign-owned companies at that figure. The ₦100 million actually comes from the Federal Ministry of Interior's Revised Handbook on Expatriate Quota Administration (2022), which set ₦100 million in paid-up capital as a condition for granting a Business Permit to a foreign-owned or joint-venture company. It is an immigration-linked requirement, not a company-law one. Myth 2: "CAC Enforces this Uniform...

If your company was registered before August 2020, there's a decent chance it has a shareholder who has never contributed a Naira, never attended a meeting, and never really cared about the business. A cousin. A spouse. An employee. Someone who agreed, as a favor, to hold one share so the paperwork would go through. This was not a loophole. It was the law working as designed. Now that the law has changed, thousands of Nigerian companies are quietly sitting on a structure nobody actually wants anymore. Why the Nominee Shareholder Existed  Under the old Companies and Allied Matters Act (CAMA 1990), every private company needed a minimum of two shareholders to incorporate. It didn't matter if one person was funding, running, and fully owning the business in every practical sense:  the law simply required a second name on the register. Company founders found a way around this. They would allot one share - sometimes a fraction of a percent of the company, to a trusted friend or re...

Most entrepreneurs treat their Memorandum and Articles of Association (MEMART) the way they treat a phone's terms of service. For them, it's something to scroll past and sign. It is filed with CAC, a certificate comes back, and nobody looks at it again until something goes wrong: a shareholder wants out, or the company tries to enter a new line of business and hits a wall nobody expected. The fact is that the wall was there from day one, sitting quietly inside the MEMART. The Objects Clause: From Strict Requirements to Some Default Freedom   Under the old Companies and Allied Matters Act (CAMA 1990), a company's Memorandum had to list its objects, which was essentially the specific businesses it was allowed to carry on. Step outside that list, and the company was acting ‘ultra vires,’ beyond its legal powers. As a result, older MEMARTs were often stuffed with long, sweeping lists of possible business activities. Lawyers padded the objects clause defensively, trying to cover...

When managing an enterprise in Nigeria, understanding corporate compliance is an essential requirement. Many entrepreneurs assume that when their business stops operating it automatically puts an end to their legal obligations with the Corporate Affairs Commission (CAC).  Without knowing what to do, things can get confusing and with compliance, you must get up-to-date on all sides, whether the business is delisted or ceases to exist .  This post examines what they mean and the situations where they apply.  What Is the Cessation of Business? A cessation of business is an intentional or voluntary legal process initiated by the business owners, partners, or proprietors. The entrepreneur decides to close down their operations permanently, which could be because of various reasons, such as retirement, restructuring, or market shifts. Whatever the case, they must formally notify the regulator. To complete a cessation of business with CAC, the owners must submit a formal Notice ...

Do you have a company or business you no longer operate and just lying dormant? Leaving it that way can present many challenges.  Closing a business in Nigeria is not as simple as shutting your shop or taking your website offline. Under Nigerian law, a registered business name or company continues to exist and continues to attract compliance obligations. This goes on until it is formally deregistered with the Corporate Affairs Commission (CAC). Understanding cessation of business under CAC rules is essential for any entrepreneur, director, or business owner looking to exit cleanly, avoid penalties, and protect themselves from future liability. This guide explains what cessation of business means under Nigerian company law, the legal framework, and practical procedures to close a business or company the right way.  What Is Cessation of Business Under Nigerian Law? Cessation of business refers to the point at which a registered entity, which could be a business name, a limited ...

A trademark is a unique quality that adds a new dimension to your business. According to Section 67 of the Trademark Act is, a trademark is a mark used or proposed to be used in relation to goods for the purpose of indicating, or so as to indicate, a connection in the course of trade between the goods and some person having the right either as proprietor or as registered user to use the mark, whether with or without any indication of the identity of that person, and means, in relation to a certification trade mark, a mark registered or deemed to have been registered under Section 43 of the Trademark Act.  In Nigeria, trademarks are registered under the Ministry of Industry, Trade and Investment. The mark you choose must be distinctive for the goods and services that you provide, have no deceptive qualities, or be intended for illegal or immoral activities, and must not be similar to existing trademarks. Requirements for Filing Trademark Applications in Nigeria  Applicant’s De...