The Charter Certificate of Incorporation is a fundamental document required for any company seeking to establish its legal presence in Nigeria. This certificate is issued by the Corporate Affairs Commission (CAC) under the authority of the Companies and Allied Matters Act (CAMA) 2020, which is the primary legislation governing company registration in Nigeria. The document serves multiple purposes: it proves the company's legal existence, enables business operations, facilitates corporate transactions, and is required for opening bank accounts, obtaining business permits, and engaging in contracts. The certificate includes essential details such as the company's registration number, incorporation date, registered address, and share capital structure. It's a mandatory requirement for both domestic and foreign companies intending to operate in Nigeria, and its issuance marks the formal birth of a corporate entity under Nigerian law.
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1. Certificate Number and Date: Unique registration number assigned by CAC and date of incorporation
2. Company Name: Full registered name of the company as approved by CAC
3. Company Type: Specification of company type (e.g., private company limited by shares, public limited company)
4. Registered Address: Official registered address of the company in Nigeria
5. Object Clause: Statement of the company's main business objectives and permitted activities
6. Share Capital: Details of authorized share capital, including class and number of shares
7. Liability Statement: Declaration of whether the company is limited by shares or guarantee
8. Official Signatures: Signatures of authorized CAC officials and official seal
1. Foreign Ownership Declaration: Required when the company has foreign shareholders, detailing the percentage of foreign ownership
2. Branch Office Details: Needed when the company is registered with branch offices in different locations
3. Compliance Statement: Special compliance declarations required for regulated industries (e.g., banking, insurance)
4. Special Business Permits: References to special permits or licenses required for specific business activities
5. Corporate Structure Details: Required for complex corporate structures or holding companies
1. Schedule 1: Subscriber Information: Details of initial shareholders including names, addresses, and shareholding
2. Schedule 2: Director Information: List of first directors with their details and declarations
3. Schedule 3: Share Capital Structure: Detailed breakdown of share classes, rights, and distribution
4. Schedule 4: Memorandum Signatures: Signatures of subscribers to the memorandum of association
5. Appendix A: CAC Forms: Copies of filed CAC forms that form part of the incorporation
6. Appendix B: Supporting Documents: Copies of required supporting documents such as identification documents and address proofs
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