Company Limited by Guarantee (LTD/GTE) Incorporation

Guarantee Company (LTD/GTE) Incorporation

NGN60,000

Register a Private Company Limited by Guarantee (LTD/GTE) with CAC

Ideal for organizations with charitable, scientific, humanitarian, educational, cultural, religious, or community-focused missions. This structure has members (guarantors) instead of shareholders, and all profits must be reinvested into the organisation's mission. It establishes your non-profit as a formal legal entity.

Includes: CAC Certificate (with TIN), Status Report & MEMART. Delivered in 35-60 days.

Service Fee (All inclusive):

NGN60,000

Start a Company Limited by Guarantee (LTD/GTE) in Nigeria

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

  • End-to-End Filing: We manage the entire process, including the application for "Name Requiring Consent", preparing and filing all required incorporation documents on your behalf.

  • Official CAC Documents: You'll receive your Certificate of Incorporation (with TIN), Status Report, and Memorandum & Articles of Association (MEMART).

  • Transparent Pricing: Our fee covers CAC name reservation and registration and our professional service; no hidden charges.

  • Fast Processing: Completed within 35 to 60 days, depending on the Attorney General's office and CAC approval.

  • Secure Document Access: Your incorporation documents are stored securely online, accessible for free anytime, no need to pay CAC for re-downloads.

  • Ongoing Support: Get ongoing assistance from our Chartered Secretaries and compliance team for all your post-incorporation needs.

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Why Register a Company Limited by Guarantee (LTD/GTE) with CAC

Registering a Company Limited by Guarantee (LTD/GTE) with the Corporate Affairs Commission (CAC) is a formal step taken by organizations that operate on a non-profit basis in Nigeria. This legal structure is distinct from a business limited by shares and is primarily used for charitable, educational, religious, scientific, cultural, sports, or community development, and other social missions.

  • Strict Non-Profit Focus: The primary purpose is strictly non-profit; all income generated must be reinvested to further the organization's specific charitable, educational, or community objectives, not distributed to members.

  • No shareholders or share capital: The company does not have a share capital and cannot issue shares. It is owned by its members (guarantors) who commit to paying the guaranteed sum only in the event of insolvency. 

  • Limited Liability: Members' personal assets are protected. Liability is strictly limited to a fixed guaranteed amount (minimum N100,000), protecting them from organizational debt.

  • Separate Legal Entity: The organization is a legal person, allowing it to own property, enter into contracts, receive grants, and sue or be sued in its own name.

  • Perpetual succession: The organization's mission and operations continue indefinitely, regardless of changes in members, directors, or the death of a founder.

  • Exclusive name protection: Once registered, your company's name is legally protected by the CAC, preventing any other business in Nigeria from using it.

  • Prerequisite for Compliance: Incorporation with CAC is mandatory for the registration of TIN and VAT ID from FIRS, opening corporate bank accounts, securing major funding, and registering for necessary sectoral permits.

  • Potential Tax Benefits: Organizations with a charitable or non-profit purpose are often exempt from certain taxes. For example, income generated from their non-profit activities is not taxed.

CAC Registration Service

Requirements for Company Limited by Guarantee (LTD/GTE) Registration

  • Business Name: Provide three (3) name options for CAC Consent Name Reservation. Each must end with “Limited by Guarantee” or “LTD/GTE.”

  • Business Activity: Provide the Nature of Business, Specific Nature, and a clear description of your primary operational activities.

  • Address & Contact: The Registered Office Address in Nigeria (mandatory) and the Head Office Address (if different), along with the official email and phone number.

  • Objects of Memorandum: Define the objectives and purposes for which the company is established.

  • Articles of Association: Outline the internal rules governing the company’s management and operations. (CAC provides a standard template, but it can be customized upon request.)

  • Directors: Details of at least 2 Directors.

  • Secretary: Details of the company secretary (individual or firm). 

  • Guarantors/Members: Details of at least 2 members (individuals or corporate entities).

  • Statement of Guarantee: Each member guarantees to contribute a specific sum (not less than ₦100,000) in the event the company is wound up.

  • Persons with Significant Control (PSC): Details of any individual or entity owning 5% or more of shares, voting rights, or exercising significant influence/control.

  • Attorney General’s Consent: All LTD/GTE registrations require approval from the Attorney General of the Federation, who has up to 30 days to review and grant authorization.

  • Letter of No-Objection (if applicable): Required for certain sectors (e.g., from NUC, NBTE, or relevant regulatory bodies). The cost of obtaining this letter is not included in our service fee.

Start Company Registration

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