Alteration of Memorandum and Articles of Association (MEMART)

NGN30,000.00

File Notice of Alteration of Memorandum and Articles of Association (MEMART) with CAC in Nigeria

Ensure your company records stay up-to-date with our seamless CAC filing service for alterations to your Memorandum and Articles of Association. We handle the process efficiently and accurately.

  • Filing Notice of Alteration of Memorandum and Articles of Association (MEMART) with the CAC.
  • CAC and FIRS stamp duty Fees Included.
  • Receive the CAC acknowledgment letter for the MEMART Alteration Filing.
  • Processing Time: 2 to 10 business days turnaround.

Key Features of Alteration of MEMART of a Company

  • Definition and Purpose: MEMART, consisting of the Memorandum of Association (MoA) and Articles of Association (AoA), is the foundation of a company, defining its corporate identity, objectives, governance, and operational structure.

    The MoA governs external relationships with shareholders and creditors, while the AoA regulates internal management and company operations.

  • Legal Requirement for Alteration: Under Section 44 of CAMA 2020, companies must notify the Corporate Affairs Commission (CAC) of any alterations to MoA or AoA. Changes require a special resolution passed by shareholders, and companies must submit the revised document to CAC within 15 days of the resolution.

  • Reasons for Alteration: Alteration of MEMART is necessary for various reasons, including business expansion into new sectors, mergers, acquisitions, restructuring, or regulatory compliance with legal or industry-specific requirements.

  • Procedure for Amendment: The amendment process involves board approval, passing a special resolution, drafting the revised MEMART, paying statutory stamp duty to the Federal Inland Revenue Service (FIRS) for validation, and filing the updated document with CAC for approval and certification.

  • Compliance and Certification: Companies must ensure compliance with CAMA, as changes to the company’s objects in the MoA must align with regulatory provisions.

    Directors, shareholders, and company officers are bound by the revised AoA, and companies can request a Certified True Copy (CTC) of the updated MEMART for legal and official purposes.

Requirements for Filing Alteration of Memorandum and Articles of Association

  • Special Resolution: The company’s board must pass a special resolution to approve the changes.

  • Revised MEMART Document: The updated Memorandum and Articles of Association reflecting the proposed changes.

  • Court Order (if applicable): Required in cases where specific alterations are subject to judicial approval.

  • Annual Returns: All annual returns must be fully paid up to date.

  • Filing with CAC: Submission of the resolution, revised MEMART, and supporting documents to the Corporate Affairs Commission (CAC) within 15 days of passing the resolution.

  • Stamp Duty Payment: Payment of statutory stamp duty to the Federal Inland Revenue Service (FIRS) for validation of the amended MEMART.

  • CAC Approval and Certification: Upon successful verification, CAC issues an acknowledgment and updates the company’s records. A Certified True Copy (CTC) of the amended MEMART can be requested for legal and official purposes.

Benefits of Filing Notice of MEMART Alteration

  • Legal Compliance: Ensures your company adheres to the Companies and Allied Matters Act (CAMA) 2020, avoiding legal penalties for operating outside the scope of the original MEMART.

  • Updated Corporate Records: Keeps your company’s public records up-to-date, enhancing transparency and reliability for stakeholders, regulators, and business partners.

  • Expanding Business Opportunities: Enables your company to legally expand its scope of operations or enter new sectors by reflecting these changes in the updated MEMART.

  • Facilitates Official Transactions: Required for corporate processes such as opening bank accounts, applying for loans, entering government contracts, or engaging in partnerships.

File Notice of Alteration of Memorandum and Articles of Association in Nigeria

Here's how SplashDict's CAC-accredited Chartered Secretaries can assist you:

  • Drafting and Documentation: Our team prepares the necessary board resolutions, special resolutions, and the revised MEMART in compliance with CAMA 2020.

  • Filing of MEMART Alteration: We file the Notice to your Company's Memorandum and Articles alteration with the CAC on your behalf.

  • Transparent Pricing: Our service fee includes CAC and FIRS charges, with no hidden costs.

  • Quick Turnaround: Receive the official CAC acknowledgment letter for your alteration within 2 to 10 business days.

  • Continuous Support: We assist with future compliance and statutory needs.