How to Register a Company (Private or Public) with the Corporate Affairs Commission in Nigeria
Register a company in Nigeria with the Corporate Affairs Commission: check name availability, reserve a distinct company name, complete the online CAC registration form and digital pre-registration, upload supporting documents, meet the share capital threshold for a private or public company, pay the filing fee, and download your certificate from the company registration portal.
Registering a company in Nigeria is a legal step that creates a separate corporate entity, protects a trading name, and opens the door to bank accounts, contracts, and regulated activity. The Corporate Affairs Commission administers company registration in Nigeria under the Companies and Allied Matters Act 2020 (CAMA). In this guide we explain the company registration process for a private or public company, from the name availability search through the completed application and the documents issued on the company registration portal.
We focus on company incorporation, not informal trading. Anyone planning to register a company should use the official Corporate Affairs Commission channels and confirm live fees and form fields before payment, because schedules and portal workflows are updated from time to time.
Why CAC Company Registration Matters
The Corporate Affairs Commission is the registry for companies, business names, partnerships, and incorporated trustees. CAC company registration gives a company legal personality: it can own property, enter contracts, sue, and be sued in its own name. Limited liability, where the company is limited by shares, generally confines shareholders’ risk to the amount unpaid on their shares.
Registration also supports tax identification, corporate banking, and later licensing. A public company that intends to offer securities to the public will usually need a further relationship with the Securities and Exchange Commission. Incorporation with the Corporate Affairs Commission does not itself authorise a public offer or capital-market activity.
Private or Public Company: Choose the Right Structure
Before we start the online CAC registration form, the structure must be clear. A private or public company limited by shares is the usual choice for profit-making businesses. Other forms exist, including companies limited by guarantee and unlimited companies, but most commercial founders choose a company limited by shares.
Private company limited by shares
A private company is the common vehicle for startups, family businesses, and closely held firms. Under CAMA 2020, a private company may be formed by one person. Membership is capped (generally not more than 50 members, excluding certain employee-members). Share transfers are restricted by the articles. The company name normally ends with “Limited” or “Ltd”.
A small private company may have a single director. A private company that is not a small company needs at least two directors. Directors must be natural persons of at least 18 years, of sound mind, and not disqualified under CAMA.
Public company limited by shares
A public company may offer shares to the public and is not limited to 50 members. Its name must show that it is public, typically by ending with “PLC” or “Public Limited Company”. Governance and disclosure are heavier than for a private company. Public companies are not small companies, so they need at least two directors, and market rules may require more, including independent directors, once the company is listed or otherwise regulated.
Converting an existing private company into a public company is a separate filing. The Corporate Affairs Commission expects, among other items, a special resolution, memorandum and articles suitable for a public company, a directors’ written statement on share capital, a recent balance sheet, evidence that paid-up capital is not less than 25 percent of the relevant capital figure used in that application, filing fees, and up-to-date annual returns.
Business name registration is not company registration
Business name registration covers sole proprietorships and certain partnerships. It does not create the same separate limited-liability company. The company registration process, the share capital threshold, director filings, and the certificate of incorporation apply when we register a company. A unique business name search is still useful at the idea stage, but a reserved business name does not replace company incorporation.
The Company Registration Process
The Corporate Affairs Commission publishes a short official sequence for how to register a company (private or public). We expand that sequence into the practical steps used on the current portal.
Check name availability for a distinct company name
A distinct company name is the first legal requirement. Perform a preliminary name availability search so the proposed name is not identical or too close to an existing name, and so it does not misuse restricted words without consent.
We recommend checking name availability before paying a reservation fee. Prepare one or two alternatives. Avoid generic phrases that the registry is likely to treat as undistinctive. Public company names must include the public-company indicator. Words that suggest government patronage, a regulated profession, or a restricted activity often need consent and a separate review.
On the Intelligent Company Registration Portal (iCRP) at icrp.cac.gov.ng, name reservation for a standard company name is largely automated. After login, start a new name reservation, choose the classification “Company”, select the business type (for example, private company limited by shares or public company limited by shares), enter the proposed name, select the nature of business, and run the availability check. If the name is free, continue to payment. Successful payment produces an availability code (AV Code) that is used to open the incorporation file. Reservation is time-limited, so the rest of the application should be filed before the code expires.
Open an account on the company registration portal
The company registration portal is the secure route for digital pre-registration. Create a public-user account with a working email address, phone number, and identity details the portal requests, including a National Identification Number where required. Enable two-factor authentication and keep the login email active, because status notices are sent there.
Accredited agents (such as legal practitioners, chartered accountants, and chartered secretaries who are accredited) may file on a client’s behalf. Self-filing is allowed for many straightforward private companies. Complex objects, foreign participation, or a public company are often smoother with professional support, but the legal applicant remains responsible for accurate particulars.
Complete the digital pre-registration and online CAC registration form
Use the approved AV Code to open the pre-registration form. The online CAC registration form collects the information that will appear on the register. Typical fields include:
- Company name exactly as reserved, and whether the entity is a private or public company
- Registered office address in Nigeria, company email, and phone number
- Nature of business and objects of the memorandum
- Issued share capital, classes of shares, nominal value, and allotment to shareholders
- Full particulars of directors, shareholders, and any company secretary
- Persons with significant control, where CAMA requires disclosure
- Statement of compliance
Model memorandum and articles are available on the portal for many private companies. Custom articles are appropriate where share rights, pre-emption, or board rules differ from the model. A public company needs articles that meet the public-company provisions of CAMA, not a private-company template with the letters “PLC” added.
Save each section. Errors in names, dates of birth, or identification numbers are a common reason for queries. Review the preview before treating the file as a completed application.
Prepare supporting documents
Supporting documents are uploaded in the formats and size limits the portal states (image files are required for several identity items, and file size is capped). Plan to have clear copies of:
- Means of identification for each director and shareholder (National Identification Number slip or card, international passport, or driver’s licence, as accepted on the form)
- Passport photograph and specimen signature where the form asks for them
- Evidence supporting a consent application, if the name uses a restricted word
- Any sector approval the object requires before incorporation
- For a public company or a conversion, the statutory statements, resolutions, and financial documents listed by the Commission
A physical office address in Nigeria is required. A purely virtual or overseas address will not satisfy the registered-office rule. Foreign individuals can be directors or shareholders of a Nigerian company, subject to immigration, investment, and sector rules, but the company itself must have its registered office in Nigeria.
Pay the filing fee and stamp duty
After the form and uploads are complete, the portal calculates the filing fee. Remit the filing fee and the statutory stamp duty through the integrated payment gateway (commonly Remita). Keep every receipt.
The filing fee depends on company type and issued share capital. Public companies are charged on a higher scale than private companies. Stamp duty on share capital is a separate charge, generally assessed as a percentage of the capital, and is not the same as the Corporate Affairs Commission filing fee. Bank and gateway charges may also apply.
The Commission reviewed service fees in 2025 and directed users to its published schedule. Because amounts can change, we do not treat any third-party price list as final. The figure shown on the company registration portal, cross-checked with the fee schedule on cac.gov.ng, is the amount to pay. Under-declaring share capital to reduce the filing fee can force a later increase if the chosen objects carry a higher share capital threshold.
Submit the completed application and collect the certificate
Submit only when the preview matches the supporting documents and the payments have cleared. Company filings are not all instant. Business name registration on the newer portal is often approved automatically, but company applications, including private and public companies limited by shares, are still subject to officer review. A query means the file must be corrected and resubmitted; it is not a refusal of the business idea.
When the application is approved, download the electronic Certificate of Incorporation and the certified extract (and the memorandum and articles as certified) from the portal. These electronic documents are the official proof of CAC company registration. Store them with the AV Code, payment receipts, and the final particulars of directors and shareholders.
Share Capital Threshold Under CAMA
CAMA 2020 replaced the old idea of authorised share capital with a minimum issued share capital. The memorandum must state the issued share capital with which the company is to be registered, divided into shares of a fixed amount.
Statutory minimums
The general share capital threshold is:
- At least ₦100,000 issued share capital for a private company
- At least ₦2,000,000 issued share capital for a public company
These are legal floors, not recommended operating capital. Many private companies are incorporated with a higher figure because banks, contracts, or the objects themselves demand it. At least 25 percent of issued share capital is expected to be paid up in line with CAMA and the declaration made at filing. Shares must be allotted to the named shareholders; an empty capital figure with no allottees will not pass review.
Higher thresholds for regulated and foreign-owned companies
The statutory floor does not override sector rules. Banking, insurance, pensions, capital markets, oil and gas, aviation, and other licensed activities often require issued or paid-up capital far above ₦100,000 or ₦2,000,000. If the objects on the form trigger a prescribed minimum and the capital is too low, the Corporate Affairs Commission will query the file. The practical choices are to raise capital and pay the extra filing fee and stamp duty, or to remove the object that caused the higher threshold.
Companies with foreign participation are commonly required, in practice and under investment guidelines applied at registration, to meet a much higher minimum (widely applied at ₦100 million) before the Commission will register them. Confirm the current foreign-participation capital rule before choosing a share structure, because it affects both the filing fee and later business-permit or quota applications.
Where the Securities and Exchange Commission Fits
The Securities and Exchange Commission regulates the Nigerian capital market. It does not incorporate companies. Its public guidance on how to register a company points founders back to the Corporate Affairs Commission for the legal entity, then explains later obligations if the business will operate in the capital market.
A private company that never offers securities to the public usually has no SEC registration merely because it is incorporated. A public company that invites the public to subscribe for shares or that seeks to list, and any firm that will act as a capital-market operator, must meet Securities and Exchange Commission (and, where relevant, exchange) requirements in addition to CAC company registration. Those requirements cover prospectuses or information memoranda, continuing disclosure, and operator licensing. They sit on top of a valid certificate of incorporation; they do not replace it.
After the Certificate Is Issued
Approval is the start of corporate life, not the end of compliance. Typical next steps include:
- Confirm the Tax Identification Number linked to the company and complete any Federal Inland Revenue Service onboarding the certificate or tax portal requires, including VAT registration if the business makes taxable supplies
- Open a corporate bank account with the certificate, certified extract, and identification of signatories
- Obtain sector licences before trading in a regulated field (for example, NAFDAC, NCC, CBN, or the Securities and Exchange Commission)
- File statutory changes when directors, shareholders, the registered office, or share capital change
- File annual returns and keep statutory registers, including the register of persons with significant control
- Display the company name correctly on correspondence and signage
A company that ignores annual returns risks penalties and, in serious cases, striking off. Public companies carry additional meeting, reporting, and, if listed, market-disclosure duties.
Practical Points That Prevent Queries
We see the same defects delay otherwise valid applications:
- The name on the form does not match the reserved name, including punctuation and “Ltd” or “PLC”
- Identification names do not match the portal entries
- Share allotments do not add up to the stated issued capital
- Objects imply a regulated activity without the required share capital threshold
- Uploads are blurry, in the wrong format, or over the size limit
- A public company is filed with private-company articles or without the public-company name ending
- Payment is made outside the reference generated by the portal, so the filing fee does not attach to the application
Correct these before submission. A clean completed application moves faster than a file that needs several query cycles.
Frequently Asked Questions
How do I check name availability before I register a company?
Use the Corporate Affairs Commission public search and then the name-reservation tool on the company registration portal. Enter the proposed name under the correct classification (Company) and business type, run the check, and pay the reservation fee only if the name is available. The resulting availability code is what opens the incorporation form. A unique business name that passed a casual web search can still fail the registry test if it is too similar to an existing company.
What is the difference between business name registration and CAC company registration?
Business name registration records a trading name for a sole proprietor or partnership. CAC company registration incorporates a private or public company with its own legal personality, directors, and issued share capital. Only the company route produces a certificate of incorporation and the limited-liability structure most banks and investors expect. The forms, fees, and supporting documents are not interchangeable.
Do I need the Securities and Exchange Commission to incorporate a private or public company?
No. Incorporation is done with the Corporate Affairs Commission through the company registration portal. The Securities and Exchange Commission becomes relevant when the company offers securities to the public, lists, or carries on capital-market business. A public company still begins with CAC company registration; SEC compliance is an additional layer, not a substitute for the certificate of incorporation.