Public Limited Company (PLC) Incorporation in Nigeria

Public Limited Company (PLC) Incorporation in Nigeria

₦80,000.00

Register Your Nigerian Public Company Limited by Shares

A Public Limited Liability Company (PLC) in Nigeria is a business entity that offers its shares to the public, allowing individuals to become shareholders and part-owners. Shareholders have limited liability, meaning they are only responsible for the capital they invest in the company. This structure is ideal for raising capital from the public.

To register a PLC, the company must have a minimum share capital of N2,000,000 and at least two members. There is no limit to the maximum number of shareholders. The company must appoint at least two directors to manage its affairs and one secretary to handle administrative tasks and ensure regulatory compliance.

A PLC can be either listed or unlisted on the stock exchange, providing flexibility in raising capital from the public. It is the only type of company that can sell shares to the public in Nigeria, making it a popular choice for larger businesses seeking to expand.

Upon completing the order, you’ll be redirected to submit your information for Company incorporation.

  • 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
    ₦80,000
    - Public Company Limited by Shares (PLC) Registration with CAC.
    - CAC Filing Fees included.
    - Tax Identification Number (TIN)
    - Digital copy of Certificate of Incorporation.
    - Digital copy of approved Memorandum & Articles of Association.
    - Digital copy of CAC status report.
    - Digital copy of Company Register.
    - Digital copy of Share Certificate(s).
    - 3 to 7 business days delivery.
    Pro Package
    ₦200,000
    Includes everything in the Standard Package, plus:
    - Full Company Secretary
    Service (1 Year).
    - Printed copy of all Company Documents.
    - Delivery of Company Seal.
    - Business Bank Account Opening Assistance.
    - VAT and PAYE Registration assistance.
    - Priority Customer Support.
     

    *Select Your Package

    Choose from our PLC Formation packages:

    Minimum authorized share capital

    The minimum authorized share capital for a public limited company is ₦2, 000,000; extra fees apply for capital above ₦2 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 Public Company Limited by Shares (PLC) in Nigeria

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

  • Company Registration: Nigerian Public Company Limited by Shares (PLC) Registration with the CAC.

  • Documentation Preparation: Our experts handle all necessary registration documents including the Memorandum and Articles of Association (MEMART).

  • Business Name Search and Reservation: We conduct availability checks and reserve your preferred company name.

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

  • First Board Meeting Minutes Provided: We provide the legally required meeting minutes for your first board meeting after incorporation.

  • Submission and Processing: We manage the submission process to ensure compliance with all CAC requirements for timely approval.

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

  • Incorporation Documents Delivery: Receive all company registration documents, including the Certificate of Incorporation, Approved MEMART, and CAC Status Report.

  • Company Secretarial Support: Ongoing support with statutory filings, company resolutions, and regulatory compliance.

  • Company Register with Initial Entries: A copy of the company register, complete with the first entries, delivered upon incorporation.

  • VAT & PAYE Registration: Assistance with Value Added Tax (VAT) and Pay As You Earn (PAYE) registration (available anytime after incorporation).

  • Free Business Bank Account: Option to open a business bank account to facilitate financial operations.

Let's Get Started

Requirements for Public Limited Company (PLC) Registration

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

  • Proposed Company Names: Provide at least two name options for availability check and reservation with the CAC (1st choice and an alternative).

  • Business Objectives: Classification and Description of the Company's Principal Business Activity.

  • Directors: The details of at least two (2) directors are required, including full names, addresses, occupations, signature, and valid identification. 

  • Statement of Issued Share Capital: Indicate the total amount of issued shares, including the class of shares (equity or preference) and the nominal value of each share. Minimum authorized share capital of N2,000,000 (two million naira), with at least 25% of this amount issued and paid up.

  • Shareholders: The details of at least two (2) Members or Shareholders are required, including full names, addresses, occupations, signatures, and valid identification.
     

  • Persons with Significant Control (PSC): Details of any individuals or entities that hold more than 25% of the company’s shares or voting rights, or otherwise exert significant influence over the company.

  • Company Secretary: A qualified company secretary must be appointed, this service can be provided by SplashDict's chartered secretaries. 

  • Registered Office Address: The company must provide a physical address within Nigeria for official correspondence.

  • Objects of Memorandum: Outline the primary objectives and business activities of the company. Define what the company is legally allowed to do.

  • Articles of Association: Outline Internal rules governing the company’s operations, management structure, and the rights and obligations of directors and members.

Features of a Public Limited Company (PLC)

How Does a Public Company Limited by Shares Work?

  • Separate Legal Entity: A Public Limited Company (PLC) is a distinct legal entity, separate from its shareholders and members. This allows the company to own assets, enter into contracts, and sue or be sued in its own name.

  • Limited Liability: The liability of shareholders is limited to the amount they have invested in shares. Shareholders are not personally responsible for the company’s debts or liabilities beyond the value of their shares.

  • Minimum Share Capital Requirement: A PLC in Nigeria must have a minimum authorized share capital of N2,000,000, with at least 25% of this capital subscribed and paid upon incorporation.

  • Issuance of Prospectus: PLCs can issue a prospectus to the public to invite them to subscribe to its shares, often used before an Initial Public Offering (IPO).

  • Public Offer of Shares: A PLC can offer its shares to the general public, either through a stock exchange or other public invitations, allowing for broader public ownership.

  • Unlimited Membership: While a PLC requires a minimum of two members upon incorporation, there is no maximum limit on the number of shareholders a company can have.

  • Easy Transferability of Shares: Shares in a PLC can be freely transferred by shareholders without any restrictions, ensuring flexibility in ownership changes without impacting the company.

  • Statutory Meeting Requirement: A PLC must hold a statutory meeting within six months of incorporation to inform shareholders of the company’s financial status and future plans.

  • Company Secretary: It is mandatory for a PLC to appoint a qualified company secretary, responsible for ensuring compliance with legal and regulatory requirements.

  • Board of Directors: A PLC must have at least two directors, and at least one must be a resident of Nigeria. The board is responsible for managing the company’s operations and decision-making.

  • Company Name: The company’s name must end with "Public Limited Company" or "PLC," as legally required, signaling its public nature and distinct status.

Full Company Incorporation Services

PLC Incorporation Package

Compare our company registration packages:

Standard Package
₦80,000
- Public Company Limited by Shares (PLC) Registration with CAC.
- CAC Filing Fees included.
- Tax Identification Number (TIN)
- Digital copy of Certificate of Incorporation.
- Digital copy of approved Memorandum & Articles of Association.
- Digital copy of CAC status report.
- Digital copy of Company Register.
- Digital copy of Share Certificate(s).
- 3 to 7 business days delivery.
Pro Package
₦200,000
Includes everything in the Standard Package, plus:
- Full Company Secretary
Service (1 Year).
- Printed copy of all Company Documents.
- Delivery of Company Seal.
- Business Bank Account Opening Assistance.
- VAT and PAYE Registration assistance.
- Priority Customer Support.
 
Register Now

Benefits of Public Limited Company (PLC) Registration

Incorporating as a Public Company Limited by Shares offers several key advantages:

  • Limited Liability Protection: Shareholders are only liable for the amount they have invested in the company, protecting their personal assets from being used to settle business debts or liabilities.

  • Access to Capital: A PLC can raise substantial amounts of capital by offering shares to the public through public offerings or listing on a stock exchange, providing opportunities for significant growth.

  • Enhanced Credibility: Incorporating as a PLC adds to the company’s reputation, making it more appealing to investors, lenders, and customers due to its regulatory compliance and public structure.

  • Perpetual Succession: A PLC enjoys uninterrupted existence regardless of changes in ownership, management, or shareholders, ensuring business continuity over time.

  • Liquidity for Shareholders: For listed PLCs, shareholders can easily buy or sell shares on the stock market, providing liquidity and flexibility in ownership.

  • Attracting Top Talent: Public companies can offer employees equity-based compensation (e.g., stock options), helping to attract and retain skilled professionals.

  • Growth and Expansion: With greater access to public capital, PLCs can pursue expansion and investment opportunities more easily, driving business growth and diversification.

  • Public Confidence and Trust: Being a publicly registered company increases investor and consumer trust, as PLCs must adhere to higher levels of transparency and corporate governance.

  • Wider Ownership Base: There is no limit to the number of shareholders a PLC can have, allowing for a more diverse ownership structure and the ability to attract a wider pool of investors.

  • Public Market Access: Listing on a stock exchange provides access to a larger pool of investors and allows a company to raise funds through the issuance of shares, bonds, and debentures.

  • Legal Protection for Company Name: Once registered, the company’s name is legally protected, preventing others from trading under the same name and maintaining brand integrity.

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 Public Limited Company (PLC) Formation in Nigeria:

A Public Limited Company (PLC) is a type of company that can offer its shares to the public and has limited liability for its shareholders.

In a PLC, the ownership is distributed among numerous shareholders, who can buy and sell shares freely, often through a stock exchange. This structure allows the company to raise significant capital by inviting public investment.

A PLC is characterized by its ability to operate as a separate legal entity, meaning it can own assets, enter contracts, and face legal actions independently of its shareholders. Additionally, PLCs are subject to strict regulatory requirements to ensure transparency and protect investors.

To register a Public Limited Company (PLC) in Nigeria, the following requirements must be met:

  1. Minimum Share Capital: A PLC must have a minimum authorized share capital of N2,000,000, with at least 25% paid up at the time of incorporation.
  2. Directors: At least two directors must be appointed, with at least one being a resident of Nigeria.
  3. Shareholders: A minimum of two shareholders is required, but there is no maximum limit on the number of shareholders.
  4. Company Secretary: A qualified company secretary must be appointed to manage compliance and administrative duties.
  5. Company Name: The name must include “Public Limited Company” or the abbreviation “PLC” at the end.
  6. Memorandum and Articles of Association: These documents outline the company's objectives and rules governing its operations.
  7. Prospectus: If the PLC intends to offer shares to the public, it must prepare and file a prospectus with the Corporate Affairs Commission (CAC).
  8. Documentation: Necessary forms and identification documents for directors, shareholders, and the company secretary must be submitted.
  9. Tax Identification Number (TIN): Obtain a TIN from the Federal Inland Revenue Service (FIRS).
  10. Filing Fees: Pay the applicable registration fees to the CAC.

 

Incorporating a PLC in Nigeria typically takes around 1 to 3 weeks, depending on how promptly the necessary documents are prepared and filed with the Corporate Affairs Commission (CAC).

The main differences between a Private Limited Company (LTD) and a Public Limited Company (PLC) in Nigeria are:

  1. Ownership:
    • LTD: Shares are privately held and cannot be offered to the public.
    • PLC: Shares can be offered to the public and traded on a stock exchange.
  2. Shareholders:
    • LTD: Requires a minimum of 2 shareholders, with no maximum limit.
    • PLC: Requires at least 2 shareholders, but can have an unlimited number.
  3. Capital Requirements:
    • LTD: Must have a minimum authorized share capital of N100,000.
    • PLC: Must have a minimum authorized share capital of N2,000,000.
  4. Regulatory Requirements:
    • LTD: Fewer regulatory obligations and disclosures.
    • PLC: Subject to stricter regulatory oversight and must publish financial statements.
  5. Transferability of Shares:
    • LTD: Shares are not easily transferable and require consent for transfer.
    • PLC: Shares are freely transferable, enhancing liquidity for shareholders.

Yes, a Public Limited Company (PLC) can be converted to a Private Limited Company (LTD) in Nigeria. The process typically involves the following steps:

  1. Board Approval: The board of directors must approve the conversion and pass a resolution to this effect.
  2. Shareholder Approval: A special resolution must be passed by the shareholders, usually requiring at least 75% of votes in favor.
  3. Application to the Corporate Affairs Commission (CAC): A formal application for conversion must be submitted to the CAC, along with the necessary documentation and fees.
  4. Compliance with CAMA Requirements: Ensure compliance with the Companies and Allied Matters Act (CAMA) 2020 and any other relevant regulations regarding the conversion.
  5. Amendment of Memorandum and Articles of Association: The company's memorandum and articles of association must be amended to reflect its status as a private company.
  6. Issuance of New Certificate: Upon successful processing by the CAC, a new certificate of incorporation will be issued, indicating the change in status.

Once the conversion is complete, the company will no longer be subject to the regulatory requirements that apply to public companies, such as holding statutory meetings and issuing prospectuses for public share offerings.

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