DOING

BUSINESS

IN

NIGERIA

Helping Clients Achieve Their Business Objectives

 
 

INCORPORATION

 

The most common form of business organization in Nigeria is the limited liability company (private or public). Company incor­poration in Nigeria has been very much simplified. It can be accomplished within between twenty-four hours on urgent basis, and four weeks, depending upon the circumstances of the investor and the nature of business, provided correct incorporation papers have been properly filed with the appropriate authority.

 

BUSINESS PERMIT & EXPATRIATE QUOTA

 

The Immigration Act requires that any person who is not a citizen of Nigeria who wishes to register or takeover any company with limited liability shall obtain the consent in writing of the Minister of Interior. This consent is commonly referred to as "Business Permit". The same law requires that any person who is not a citizen of Nigeria, who wishes to accept employment (not being employment with the Federal Government or a State Government), shall obtain the consent in writing of the Director of Immigration. This is commonly called "Expatriate Quota".

CAPITAL IMPORTATION  & CERTIFICATION OF CAPITAL IMPORTATION

Investment of foreign currencies and capital in enterprises or securities in Nigeria is governed by the Foreign Exchange (Monitoring and Miscellaneous Provisions) Act, F34, 2004. Any person may invest in any enterprise or security, with foreign currency or capital imported into Nigeria through an Authorised Dealer either by telegraphic transfer, cheques or other negotiable instru­ments and converted into the naira in the Market in accordance with the provisions of this Act.

 

The Authorised Dealer through which the foreign currency or capital for the investment is imported shall, within 24hours of the importation, issue a Certificate of Capital Importation to the investor and shall, within 48hours thereafter, make returns to the Central Bank giving such information as the Central Bank may, from time to time, require.

 

No money imported for the purpose of this Act shall be liable to seizure or forfeiture or suffer any form of expropriation by the Federal or a State Government.

 

NIGERIAN INVESTMENT PROMOTION COMMISSION 

 

With a view to easing and accelerating investment in Nigeria, the Nigerian Investment Promotion Commission was established by the Federal Government as a one-stop-shop to coordinate the process of establishing and doing business in Nigeria. Compa­nies established in Nigeria are required to also register with the Commission.

 
 

OFFICE PREMISES

 

Investors have free choice of location of their business premises any where in the thirty-six States of the Federation and Ahuja Federal Capital Territory. There are of course various factors which must influence the choice, including the nature of the business itself and it side alenvironment. Lagos appears to be very popular and most attractive to investors for many reasons. Leases of business premises are readily available and are supported with binding contracts. One of the requirements for the issuance of business permit is that the applicant investor should show evidence of business premises. This is often satisfied with the production of valid lease contract.

COMMENCEMENT OF BUSINESS

 

A foreign investor can commence business in Nigeria anytime upon obtaining Business Permit, which assumes completion of the incorporation process, importation of capital, registration with the Nigerian Investment Promotion Commission, and lease of office premises.

 
 

OPENING A BANK ACCOUNT

 

Nigeria has a virile and robust banking sector, with links to the worlds leading financial institutions. To open a bank account with any bank of the investor's free choice, certain documents are required. These include, Certificate of Incorporation, Memo­randum and Articles of Association of the Company, Particulars of the Directors of the Company, Particulars of Registered Office (sometimes), Resolution of the Board of Directors, Residence Permit of signatories (in the case of foreign signatory), and duly completed opening forms.

OPERATION OF FOREIGN CURRENCY DOMICILIARY ACCOUNT

 

Any company or individual may open, maintain and operate a domiciliary account designated in foreign currency with any bank. The foreign currency in which a domiciliary account may be opened, maintained and operated shall be any internationally convertible currency. Except as provided under any other enactment or law, acompany or a person making an application to open a domiciliary account shall not be obliged to disclose the source of the foreign currency sought to be deposited in the account. Any company or a person may open more than one domiciliary account designated in the same or different foreign cur­rencies and at the same or in different banks.

 
 

INTELLECTUAL PROPERTY, NOTAP, ETC.

 

Where the business of the company is wholly or partially for or in connection with the use of trademarks; the right to use patented inventions; the supply of technical expertise in the form of the preparation of plans, diagrams, operating manuals or any other form of technical assistance of any description whatsoever; the supply of basic or detailed engineering; the supply of machinery and plant; and the provision of operating staff or managerial assistance and the training of personnel; application is required to be made to the National Office for Technology Acquisition and Promotion (NOTAP) for registration of the relevant contract.  Such registration enables the foreign investort or emit the proceeds from such business and/or services.

COMPANY ADMINISTRATION & COMPLIANCE

 

The legal framework for company administration is governed primarily by the provisions of CAMA. It is basically the same as that of all the common-law countries of the Western world. Good corporate governance requires compliance with basic rules and regulations. In this connection, there is a pool of competent corporate lawyers who can guide the Company.

 
 

TAXATION

 

The current company income tax rate is 30%. It is fairly constant. The Nigerian income tax regime includes petroleum profit tax, education tax, information technology tax, capital gains tax, withholding tax, value added tax, and personal income tax as may be applicable. Further details are available from our law firm.

DIVIDENDS AND REPATRIATION OF FUNDS

 

Foreign currency imported into Nigeria and invested in any enterprise in accordance with the law shall be guaranteed uncondi­tional transferability of funds, through an Authorised Dealer in freely convertible currency, relating to dividends or profits (net of taxes) attributable to the investment; payments in respect of loan servicing where a foreign loan has been obtained; and the remittance of proceeds (net of all taxes) and other obligations in the event of sale or liquidation of the enterprise or any interest attributable to the investment.

 

ABUKA & PARTNERS

LEGAL PRACTITIONERS

(An incorporated professional partnership)

Since 1979

‘Helping Cients Achieve Their Business Objectives"

LAGOS OFFICE

 Western House (10th Floor)

8-10 Broad Street 

P.O. Box 7022

Lagos, Nigeria, West Africa

 

+234(0)7085899820

+234(0)07055919874

 

Mobile phones:

+234 (0) 803 305 4371

+234 (0)805 2363930

     Email: 

lagos@abukapartners.com.ng

abukapc@yahoo.com

patabuka@hotmail.com

ABUJA OFFICE

Suite No.332

Transcorp Hilton Hotel

P.O. Box 1702,

Abuja FCT, Nigeria. West Africa 

 

Mobile phones:

+234 (0) 803 3054371

+234 (0)805 2363930

 

E-mail:

abuja@abukapartners.com.ng

CALIFORNIA CONTACT

Our California associate 

is located in

Costa Mesa, California

United States

Mobile phone:

+1-949-287-1068

Email:

acabuka@yahoo.com

​​​​© Copyright 2020 Abuka & Partners, Legal Practitioners.  An Incorporated Nigerian Professional Partnership Since 1979.  All Rights Reserved.

 

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