Limited Liability Company Registration in Nigeria

A Limited Liability Company (LLC or LTD) is one of the most popular forms of business registration in Nigeria. It offers credibility, legal protection, and flexibility for entrepreneurs, investors, and corporate entities. Registering a company as a limited liability entity under the Corporate Affairs Commission (CAC) ensures that the business is recognized by law and can operate on a larger, more professional scale.

A Limited Liability Company is a business structure where the liability of the owners (shareholders) is limited to the value of their shares. This means that if the company runs into debt, the personal assets of the shareholders are protected. The company exists as a separate legal entity distinct from its owners.

Separate Legal Personality – The company can own property, enter contracts, sue, and be sued in its own name.

Limited Liability – Shareholders’ liability is restricted to the unpaid portion of their shares.

Perpetual Succession – The company continues to exist regardless of changes in ownership or management.

Ownership by Shares – Shareholders own the company through their equity contributions.

Management Structure – Managed by directors appointed by shareholders.

Can now be registered by just one person (a single shareholder).

The same person can also serve as director and company secretary.

A witness is required to complete the registration process.

Shares cannot be sold to the general public.

Most common structure for startups and SMEs.

Must have at least two shareholders, but no maximum limit.

Requires at least two directors and a company secretary.

Can raise capital by offering shares to the public.

Suitable for large-scale businesses and corporations.

To register a limited liability company in Nigeria, you will need:

One or more shareholders (for private companies).

At least one director (who may also be the sole shareholder).

A company secretary (for single-person companies, the shareholder can act as secretary).

A witness for single-owner private company registration.

Proposed company name (must be reserved with CAC).

Share capital (minimum ₦100,000 for private companies, higher for certain sectors).

Identification of directors/shareholders/secretary (National ID, Passport, Driver’s License, or Voter’s Card).

Address of the business and directors.

Name Reservation: Check and reserve your company name on the CAC portal.

Document Preparation: Draft the MEMART and prepare all required details of shareholders, director(s), secretary, and witness.

Filing with CAC: Complete the online registration forms and upload necessary documents.

Payment of Fees: Pay stamp duty and CAC filing fees (amount depends on share capital).

Issuance of Incorporation Certificate: Once approved, you will receive the Certificate of Incorporation, MEMART, and CAC status report.

After incorporation, a limited liability company must:

Obtain a Tax Identification Number (TIN) from the FIRS.

Register for Value Added Tax (VAT) if applicable.

Open a corporate bank account.

File annual returns with CAC to maintain active status.

Secure industry-specific licenses where necessary (e.g., NAFDAC, SON, DPR, CBN, NSITF, PENCOM).

Company registration can be done directly on the CAC online portal, but for ease and professional guidance, you can also process your registration at Eloson Technology Limited, a CAC-accredited agent that assists individuals and organizations with seamless business registration.

Protects owners’ personal assets.

Enhances business credibility and investor confidence.

Access to bank loans and government opportunities.

Provides continuity beyond the founders.

Attracts foreign investors more easily.

Registering a Limited Liability Company in Nigeria provides a strong legal foundation for serious entrepreneurs and organizations. With the CAC’s reforms, even a single person can now register a private company, acting as the shareholder, director, and secretary with a witness. For hassle-free registration, Eloson Technology Limited is available to guide you every step of the way.