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Certificate Of Incorporation Of A Public Limited Company Template for Nigeria

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Key Requirements PROMPT example:

Certificate Of Incorporation Of A Public Limited Company

"I need a Certificate of Incorporation of a Public Limited Company for a technology-focused fintech company in Nigeria, with an authorized share capital of 1 billion Naira divided into 2 billion ordinary shares, planning to launch operations in March 2025."

Document background
The Certificate of Incorporation of a Public Limited Company is a fundamental document required for establishing and operating a public limited company in Nigeria. This certificate is issued by the Corporate Affairs Commission (CAC) upon successful completion of the incorporation process and compliance with the requirements set out in the Companies and Allied Matters Act (CAMA) 2020. It serves as the primary evidence of the company's legal existence and is required for various business operations, including opening bank accounts, entering into contracts, and raising capital through public share offerings. The document includes crucial information about the company's structure, management, and share capital, and must be obtained before the company can commence operations or issue shares to the public. It's particularly important for businesses planning to raise capital from the public or seeking listing on the Nigerian Stock Exchange.
Suggested Sections

1. Certificate Number and Date: Unique registration number assigned by CAC and date of incorporation

2. Company Name: Full registered name of the company with 'PLC' designation

3. Company Type: Specification that this is a public company limited by shares

4. Registered Office Address: Physical location of the company's registered office in Nigeria

5. Share Capital Structure: Details of authorized share capital, classes of shares, and nominal value

6. Object Clause: Primary business objectives and permitted activities of the company

7. Subscriber Information: Details of founding shareholders including names, addresses, and shareholdings

8. Directors Information: Names, addresses, and occupations of first directors

9. Company Secretary: Details of the appointed company secretary

10. Declaration of Compliance: Statement confirming compliance with CAMA 2020 requirements

Optional Sections

1. Restricted Objects: Additional restrictions on company activities, if any specific limitations are desired

2. Foreign Participation Details: Required when there are foreign shareholders or directors

3. Special Rights Provisions: Details of any special rights attached to different share classes, if applicable

4. Branch Office Information: Details of any branch offices, if established at incorporation

5. Corporate Governance Structure: Specific governance arrangements beyond statutory requirements

Suggested Schedules

1. Schedule 1: Memorandum of Association: Detailed document containing company name, registered office, objects, liability clause, and share capital details

2. Schedule 2: Articles of Association: Rules governing the internal management of the company

3. Schedule 3: Form CAC 1.1: Application for registration of the company

4. Schedule 4: Consent Forms: Signed consent forms from directors and company secretary

5. Schedule 5: Statement of Share Capital: Detailed breakdown of share classes, rights, and initial allotment

6. Schedule 6: Statutory Declaration of Compliance: Sworn declaration by legal practitioner or promoter regarding compliance with incorporation requirements

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok成人版 | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions






























Clauses




















Relevant Industries

Financial Services

Manufacturing

Technology

Energy and Natural Resources

Telecommunications

Real Estate

Healthcare

Consumer Goods

Agriculture

Infrastructure

Mining

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Education

Professional Services

Retail

Relevant Teams

Legal

Compliance

Corporate Secretariat

Finance

Corporate Affairs

Risk Management

Administrative

Investment Relations

Board Secretariat

Regulatory Affairs

Relevant Roles

Chief Executive Officer

Company Secretary

Legal Counsel

Corporate Lawyer

Compliance Officer

Chief Financial Officer

Board Director

Corporate Governance Officer

Risk Manager

Investment Manager

Business Development Manager

Corporate Affairs Manager

Regulatory Affairs Manager

Company Registrar

Administrative Officer

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Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks, 聽Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination, 聽Severance Pay, Governing Law, Entire Agreemen

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