CAC Registration Guide: Step-by-Step for Business Name vs. Limited Company (LTD) in Nigeria

Starting a business in Nigeria begins with formalizing your venture through the Corporate Affairs Commission (CAC). This legal step provides legitimacy, opens doors to funding, and protects your brand. However, the first major decision is choosing the right legal structure: a Business Name (Enterprise/Sole Proprietorship) or a Private Limited Company (LTD).

This comprehensive guide breaks down the critical differences between these two structures and provides a clear, step-by-step process for completing your CAC registration entirely online.

1. Business Name vs. Limited Company (LTD): Key Differences

Choosing the right structure is crucial, as it impacts everything from liability to taxation and the potential for growth.

2. Step-by-Step: CAC Registration for Both Structures

The registration process for both a Business Name and a Limited Company starts with the same fundamental steps on the CAC’s Company Registration Portal (CRP).

Step 1: Create an Account on the CAC Portal

Before you can start any registration, you must create a profile on the CAC’s dedicated online portal (i-CRP).

1. Visit the CAC Portal: Go to the official CAC online registration portal.
2. Sign Up: Click on the “Create Account” or “Sign Up” button.
3. Fill in Details: Provide your personal information, including your preferred username, valid email address, phone number, and a strong password.
4. Verify Account: Follow the email link sent to your inbox to activate your account.

Step 3: Name Availability Search and Reservation

This is the most crucial preliminary step to ensure your business name is unique and registrable.

1. Log in to your CAC dashboard.
2. Click on “Name Reservation” and select the correct Business Classification (Business Name or Company).
3. Choose your Business Type (e.g., Sole Proprietorship, Private Ltd).
4. Enter your Proposed Name(s) (it is advisable to have two options).
5. Select the Nature and Specific Nature of Business (e.g., Retailing, Fashion Designing, IT Consultancy).
6. Click “Check Availability.”
7. If available, you will proceed to payment for the reservation fee ($\text{N}500$ as of the last known fee structure).
8. Once payment is successful, your name will be approved instantly for a Business Name, or reserved/approved after manual review for a company, and you will receive an Availability Code (AV Code). This code is valid for 60 days.

3. Step-by-Step: Business Name Registration (After Name Reservation)

This process is straightforward and is now largely automated for quick approval.

Requirements for Business Name

• Approved AV Code (from Step 2).
• Valid means of Identification (National ID, Driver’s License, International Passport, or Voter’s Card).
• Recent Passport Photograph of the Proprietor(s).
• Signature of the Proprietor(s).
• Business Address (must be a physical address in Nigeria).
• Nature of Business (clear description of activities).

Registration Steps

1. Start Registration: From your CAC dashboard, click on “Register New Business” and enter your AV Code.
2. Fill in Details: Complete the application form (CAC-BNo1), including the business address and date of commencement.
3. Proprietor’s Details: Fill in all personal details for the owner(s) and partners.
4. Upload Documents: Upload the required documents (ID, passport photograph, signature) in the specified format (usually JPEG/PNG).
5. Pay Filing Fee: Pay the final registration fee (this fee can vary, but check the latest fee schedule on the CAC portal).
6. Submit and Await Approval: Business Name registrations are often AI-approved instantly once all details are correctly submitted.
7. Download Certificate: Once approved, you can download the Certificate of Registration and the Certified Extract of Registration Information directly from your dashboard.

4. Step-by-Step: Private Limited Company (LTD) Registration (After Name Reservation)

The LTD registration is more rigorous and requires attention to legal documents and company structure.

Requirements for LTD Company

• Approved AV Code (from Step 2).
• Minimum of one Director and one Shareholder.
• Minimum Share Capital of $\text{N}100,000$ (must be higher for certain industries, e.g., $\text{N}1$ million for finance/fintech, $\text{N}100$ million for foreign-owned).
• Valid means of Identification for all Directors and Shareholders.
• Passport Photographs and Signatures for all Directors and Shareholders.
• Registered Address (in Nigeria).
• Memorandum and Articles of Association (MEMART). The CAC portal provides standard templates you can adopt.

Registration Steps

1. Start Incorporation: On your dashboard, click “Register New Business” and enter your AV Code.
2. Entity Details: Fill out the company’s information, including the approved name, registered address, and nature of business.
3. Statutory Forms (MEMART): You will complete the pre-incorporation forms which include the Objects & Memorandum and Articles of Association. You can choose to adopt the CAC’s standard articles or upload a custom one.
4. Director & Shareholder Details: Input the personal details, ID information, and residential addresses of all directors and shareholders.
5. Share Capital & Allotment: Declare the Authorised Share Capital (e.g., $\text{N}1,000,000$) and specify the share allotment among the shareholders.
6. Document Uploads: Upload the required documents (ID, passport photos, and signature for each person).
7. Review and Payment: Review all application pages for accuracy. You will then proceed to pay the Filing Fees (based on your share capital) and the compulsory Stamp Duty (payable to FIRS, approximately $0.75\%$ of the share capital).
8. Submission and Awaiting Approval: Submit your application. LTD registrations are manually reviewed by CAC officers. The process typically takes 7 to 14 working days for approval, provided there are no queries.
9. Download Certificate: Upon approval, you can download the Certificate of Incorporation and other statutory documents (CTC of MEMART, Status Report) from your dashboard.

5. Post-Registration Obligations (The Next Step)

Registration with the CAC is just the beginning. Both Business Names and LTDs have ongoing obligations:

• Tax Identification Number (TIN): Automatically generated upon registration and required for all corporate bank accounts and tax filings with the Federal Inland Revenue Service (FIRS).
• Annual Returns: Both structures must file annual returns with the CAC to keep their records active. Failure to file can lead to penalties and the company being struck off the register.
• Tax Compliance: Register for VAT (if applicable) and comply with all state and federal tax regulations.

Pro-Tip for Seamless Registration

While the CAC portal is designed for self-service, LTD registration can be complex. Consider utilizing an Accredited Agent (Lawyer, Chartered Accountant, or Chartered Secretary) to handle the process. Their expertise minimizes the risk of errors and ensures that all documents, especially the MEMART, are correctly prepared to avoid application “queries” and delays.