Private Limited Company (LTD) Incorporation in Nigeria

Private Limited Company (LTD) Incorporation

₦60,000.00

Register Your Nigerian Private Company Limited by Shares

A Private Limited Company (LTD) in Nigeria is the ideal choice for entrepreneurs and growing businesses looking to protect their assets while enjoying the benefits of a separate legal entity.

It requires at least one natural person as a director, and the same individual can serve as both the sole shareholder and director, offering flexibility and simplicity in management.

At SplashDict, we make incorporating your Private Limited Company easy, handling everything from registration with the Corporate Affairs Commission (CAC) to delivery of your company documents.

Upon completing your order, you’ll be redirected to submit your information to process your registration.

  • Compare Our Packages

    Our Standard package provides essential formation documents, while the Pro package includes advanced features and ongoing support.

    Compare our LTD Registration Packages:

    Standard Package
    ₦60,000
    - Private Company Limited by Shares Registration with CAC.
    - CAC Filing Fees: No extra charges, all-inclusive.
    - Tax Identification Number (TIN) issued upon registration.
    - Digital Delivery: Certificate of Incorporation, Memorandum and Articles of Association (MEMART), and Status Report.
    - Delivery Time: 3 to 7 business days.
     
     
     
     
    Pro Package
    ₦150,000
    Includes everything in the Standard Package, plus:
    - 1-Year Secretarial Support for statutory filings and compliance.
    - Delivery of Company Seal for official document authentication.
    - Delivery of Printed Documents: Hard copies of all registration documents.
    - Share Certificates: Printed share certificates for shareholders.
    - Company Registers: Digital and printed registers with first entries for shareholders, directors, and officers.
    - VAT Registration assistance.
    - Business Bank Account Setup Support.
    - Priority Customer Support for faster responses.

     

    *Select Your Package

    Choose from our two company incorporation packages:

    Members

    Members are your company’s shareholders, and you can register up to 50. Extra charges apply if you have more than 10 initial shareholders.

    • Included in base price

    Minimum authorized share capital

    The minimum authorized share capital for a private limited company is ₦100,000; extra fees apply for capital above ₦1 million.

    • Included in base price

Our Process

Experience a hassle-free registration process with SPlashDict:

Choose a Package

Select a package, add to cart, and complete secure online payment.

Provide Information

Fill out our simple online form with your business details.

We Process Your Application

We'll prepare and file the necessary documents with the CAC.

Receive Documents

Get your completed business entity package.

Register Private Company Limited by Shares (LTD) in Nigeria

Here's how SplashDict's team of CAC-accredited consultants can help:

  • Company Registration: Nigerian Private Company Limited by Shares Registration with the CAC.

  • Documentation Preparation: Our experts handle all necessary registration documents.

  • Business Name Search and Reservation: We check availability and secure your desired company name.

  • CAC Filing Fee Included: No hidden costs, everything is included in the package price.

  • First Board Meeting Minutes Provided: We will prepare the legally required meeting minutes for your first board meeting.

  • Submission and Processing: We ensure all requirements are met and manage the submission process for efficient approval by the CAC.

  • Tax Identification Number (TIN) Assistance: Issued upon incorporation.

  • Essential Documents Delivery: Receive your Certificate of Incorporation, Approved Memorandum & Articles of Association (MEMART), and Status Report.

  • Company Secretarial Support: Ongoing assistance with statutory requirements and filings.

Let's Get Started

Requirements for Private Limited Company Registration

Here are the requirements for Incorporating a Private Company Limited by Shares with the CAC:

  • Proposed Company Names: At least two (2) options (1st choice and alternative).

  • Business Objectives: Description of the company's nature and objectives.

  • MEMART: Memorandum and Articles of Association outlining company structure and regulations

  • Particulars of Shareholders, Directors, and Company Secretary: The names, address, occupation, date of birth, distribution of shares amongst the shareholders, a government-issued means of identity, as well as electronic signature of shareholders, directors, and company secretary are required for incorporating a company.

  • Share Capital: Minimum authorized share capital of atleast ₦100,000.

  • Registered Office Address: Proposed company office location.

Features of a Private Limited Company

How Does a Private Company Limited by Shares Work?

  • Separate Legal Entity: The company operates independently from its owners, able to own assets, enter contracts, and conduct business.

  • Ownership and Shareholders: Member(s) of a private company in Nigeria cannot be more than 50. However, this does not include persons employed by the company who are still members of the company.

  • Board of Directors: A private limited company must have a minimum of one director, while the maximum number of directors is 15.

  • Company Secretary: Optional but recommended for larger companies.

  • Minimum Share Capital: A minimum share capital of ₦100,000 naira (One hundred thousand naira) is required for private limited company incorporation in Nigeria.

  • Shareholder Rights: Shareholders have ownership rights and participate in decision-making.

  • Shares: The company can issue shares to raise capital. Shares can be transferred privately, but they are not publicly traded on stock exchanges.

  • MEMART: The memorandum of association and the articles of association (MEMART) are required for a company formed in Nigeria. 

  • Name Suffix: Upon incorporation, a Private Limited Company must include a suffix; 'LTD' or 'Limited' or 'Private Limited' in its name.

  • Conversion: A Private Company Limited by Shares can also be converted to a Public company limited by shares or other types of private companies (e.g. Guarantee and Unlimited). 

Full Company Incorporation Services

Private Limited Company Incorporation Package

Find the best package to start your Company:

Standard Package
₦60,000
- Private Company Limited by Shares Registration with CAC.
- CAC Filing Fees: No extra charges, all-inclusive.
- Tax Identification Number (TIN) issued upon registration.
- Digital Delivery: Certificate of Incorporation, Memorandum and Articles of Association (MEMART), and Status Report.
- Delivery Time: 3 to 7 business days.
 
 
 
 
Pro Package
₦150,000
Includes everything in the Standard Package, plus:
- 1-Year Secretarial Support for statutory filings and compliance.
- Delivery of Company Seal for official document authentication.
- Delivery of Printed Documents: Hard copies of all registration documents.
- Share Certificates: Printed share certificates for shareholders.
- Company Registers: Digital and printed registers with first entries for shareholders, directors, and officers.
- VAT Registration assistance.
- Business Bank Account Setup Support.
- Priority Customer Support for faster responses.
Register Now

Benefits of Private Limited Company Registration

Incorporating as a Private Limited Company offers several key advantages:

  • Limited Liability: Shareholders' assets are protected from business liabilities. If a private limited company is in financial trouble and has to wind up, shareholders would not risk losing their assets.

  • Separate Personality: Once a private company is incorporated, it becomes an independent legal entity that can sue and be sued and own assets separate from that of the company's owner(s).

  • Credibility: People perceive your business to be professional and trustworthy and can lead to better business relationships, increased customer trust, and improved opportunities for collaboration.

  • Raising Capital: Private Limited Companies can raise capital through the issuance of shares to shareholders. This can provide a stable source of funding for business growth and investment.

  • Credit Availability: This type of company is regarded as a corporate entity that draws in various venture capitalists and angel investors who support and help the company to raise more funds and expand its business.

  • Transfer of ownership: It is relatively simple to transfer the ownership of a company from one shareholder to another. A partial or complete transfer of ownership can be effected by selling all or part of the existing shares, or by issuing new shares to a new shareholder.

  • Name Protection: No two limited company names can be the same. Incorporating a limited company prevents anyone else from taking your company name (fraudulently or coincidentally).

  • Perpetual Existence: Unlike sole proprietorships or partnerships, a private limited company enjoys perpetual existence. The company exists in the eyes of law even in the case of death, insolvency, or bankruptcy of any of its members. 

  • Tax Exemption: Small businesses with an annual turnover of less than N25 million are exempted from paying Company Income Tax in Nigeria.

Register Your Company

Why Choose SplashDict for CAC Company Registration?

We streamline your Company setup process with efficient service.

Expert Team

Our team of Chartered Secretaries ensures seamless business setup.

CAC-Accredited Agents

Our team of CAC-accredited agents ensures seamless and compliant registration.

Transparent Pricing

Clear and upfront pricing with no hidden fees.

Fast & Efficient

Experience fast and easy registration with our streamlined online platform.

Secure & Reliable

Robust security measures protecting your data and documents.

Dedicated Support

Receive continuous support from our team throughout and beyond the registration process.

FAQs

Frequently asked questions about Private Limited Company Incorporation in Nigeria:

In Nigeria, the majority of incorporated businesses are run through private companies limited by shares. A private company limited by shares is a type of company, which has a share capital divided into shares. The value, class, and rights attributable to each share will be set out in the Articles of Association of the Company. The owners of shares are known as shareholders.

Unlike a company limited by guarantee, whilst the company is a going concern, the shareholders usually contribute to the working capital of the company by paying a sum equivalent to the total nominal value of their shares (together with any share premium) to the company. In most private companies limited by shares, this is usually a relatively small sum.

Whilst shares in a private company limited by shares may not be issued at a discount, the Articles of Association of the company may provide that shares must be fully paid or that they may remain partly paid or unpaid prior to an insolvent winding up.

However, upon an insolvent winding up, the shareholders will only have to make a contribution to the liabilities of the company to the extent that the total nominal value of their shares has not been paid to the company.

The majority of the features of a company limited by shares are the same as those of a private company limited by guarantee. It has an independent legal capacity. Accordingly, it can enter into contracts in its own right, own property, and other assets, and employ individuals.

Here are the requirements for Incorporating a Private Limited Company in Nigeria:

Proposed Company Names: At least two (2) options (1st choice and alternative).
Business Objectives: Description of the company's nature and objectives.
MEMART: Memorandum and Articles of Association outlining company structure and regulations (We can provide this for free).
Share Subscribers: Details of shareholders - Minimum of 1 and a maximum of 50.
Directors: Personal data of proposed director(s).
Secretary: Personal data of secretary (Optional).
Share Capital: Minimum authorized share capital of ₦100,000.
Identification: Valid ID for directors and shareholders.
Registered Office Address: Proposed company office location.

The registration process timeline varies depending on CAC and the efficiency of processing. This is the timeline:

Name Search and reservation: 6 - 24 hours from submission.
Grant of Certificate of Incorporation: 24 -96 Hours from filing.
Total time: Approximately 2 - 10 working days.

Limited liability protection
Separate legal entity
Flexibility in ownership structure
Access to funding
Ease of ownership transfer
Brand protection
Perpetual existence
Tax exemptions (for eligible businesses)

You need at least one shareholder and one director to start a Private Limited Company. The same person can be both the sole shareholder and director.

The minimum share capital required for incorporation of a Private Limited Company in Nigeria is ₦100,000.

Minimum share capital is the minimum amount of assets a company must have. The purpose of this capital is to make sure that if a company goes bankrupt or has trouble with its finances, it has enough equity to pay its creditors.

Therefore, various industries have specific minimum share capital requirements that a company must have before incorporating a business or going public.

Minimum Share Capital is the least capital base of a company as required by the Law. The Share Capital of a company is the capital base of such company, it does not mean that the company must have such fund (share Capital) in their account it simply means that the liability of such company is limited to that share capital.

Below is a comprehensive list of the minimum share capital of some designated Companies:

Private Security Company-10 Million
Lottery- 5 Million
Sports Lottery — 30 Million
Agents of Foreign Airlines- 1 Million
Pension Fund Administrator- 5 Billion
Shipping Company/Agent- 25 Million
Issuing House-200 Million
Broker/Dealer-300 Million
Trustee-300 Million
Fund/Portfolio Manager-150 Million
Agricultural Seed, Productions, Processing, Marketing-10 Million
Stock Broker-200 Million
Stock Dealer-100 Million
Corporate Investment Adviser (Registrar)-150 Million
Corporate Investment Adviser-5 Million
Individual Investment Adviser-2 Million
Underwriter-200 Million
Venture Capital Manager-20 Million
Rating Agency-150 Million
Asset Management (Intangible Assets)-300 Million
Commercial Bank (With Regional Authorization)-10 Billion
Commercial Bank (With National Authorization)-25 Billion
Commercial Bank (With International Authorization)-50 Billion
Merchant Bank-15 Billion
Bureau De Change-35 Million
Payment Solution Services (PSS) (As permissible under Super Agent, PTS and PSSP (combined)- 250 Million
Super Agent (Agent Recruitment Management and other activities as specified in the Regulatory framework for licensing Super Agent in Nigeria)- 50 Million
Payment Service Provider (PSSP) (Payment Processing Gateway and Portal, Payment Solution/Application Development, Merchant Service Aggregation and Collection)- 100 Million
Mobile Money Operation (E-Money issuing, Wallet creation and management, Pool Account Management activities as permissible under Super Agent) — 2 Billion
Switching and Processing (Switching and Card Processing Transaction, Clearing and Settlement Agent Services, Non-bank Acquiring Services activities as permissible under Super Agent, PTSP and PSSP)- 2 Billion
Finance Company- 20 Million
Payment Service Bank-5 Billion
Health Management Organization (HMO) (National)- 400 Million (Paid Up)
Health Management Organization (HMO) (Regional)- 200 Million (Paid Up)
Health Management Organization (HMO) (State)- 100 Million (Paid Up)

Any individual above the age of 18 can be a director, provided they are not disqualified under Nigerian law. At least one director must be a natural person.

Yes, foreigners can own shares in a Nigerian Private Limited Company, but they must comply with the regulations set by the Nigerian Investment Promotion Commission (NIPC) and other relevant bodies.

While a Private Limited Company doesn't need to appoint a company secretary, it is recommended for managing statutory obligations.

Yes, a Private Limited Company can be converted into a Public Limited Company by following the legal procedures and meeting the requirements set by the regulatory authorities.

Apart from resonating with your brand, your business name must comply with the CAC’s naming guidelines, which are in place to make sure business names are special, fitting, and don’t infringe on someone else’s trademark.

Here are some of CAC’s naming guidelines:

  • Your business name has to stand out and be different from other business names or trademarks.
  • Your business name should be related to what your business does; It shouldn’t mislead or confuse folks. For example, your business name should not imply you own a makeup studio if you are running a fashion store.
  • Your business name must not be offensive, rude, discriminatory, or go against what’s considered good behavior in society.
  • Your business name must follow all the laws and regulations in Nigeria. Don’t pick a name that suggests anything illegal or unethical. Also, don’t choose names that could trick or fool the public.
  • Certain words are off-limits unless you get special permission. For example, words like “Federal,” “National,” and “Government” are reserved and need clearance from the right authorities before you can use them in your business name

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