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Establishing a Legal Business Presence in Nigeria : A Comprehensive Guide

Updated: Jul 1



Let's outline the essential steps involved in establishing a legal business presence in Nigeria. The process involves several key stages and requires careful attention to ensure compliance with Nigerian regulations.



A. Choosing Your Business Structure


1. Subsidiary Company

  • Concept: A separate legal entity incorporated in Nigeria but owned (partially or wholly) by a foreign parent company. Offers limited liability, meaning the parent company's liability is generally restricted to its investment in the subsidiary.

  • Advantages: 

    • Limited liability for the parent company.

    • Independent legal status allowing for a wide range of commercial activities.

    • Potential tax and investment incentives for foreign-owned businesses.

  • Disadvantages: 

    • More complex setup process compared to some other options.

    • Ongoing compliance requirements and administrative expenses.

  • Relevant Authority: Corporate Affairs Commission (CAC) (https://www.cac.gov.ng/)

  • Application Steps: 

    • Name availability search and reservation.

    • Preparation of Memorandum and Articles of Association (MEMART).

    • Filing of incorporation documents, including relevant forms, identification of shareholders and directors, and payment of fees.

  • Estimated Costs: Costs can vary depending on the complexity of the company setup and professional fees involved. Expect expenses in the range of $2000 - $5000 or higher.


2. Branch Office

  • Concept: An extension of the foreign parent company established in Nigeria. It lacks a separate legal personality, meaning the parent company bears liability for its actions.

  • Advantages: 

    • Simpler registration process compared to a subsidiary.

    • Ability to leverage the parent company's established brand and resources.

  • Disadvantages: 

    • Parent company bears full liability for the branch's actions.

    • Certain commercial activities may be restricted.

  • Relevant Authority: Nigerian Investment Promotion Commission (NIPC) (https://nipc.gov.ng/)

  • Application Steps: 

    • Registration with the NIPC.

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