Foreign Participation in Business and Incorporation

Abridged approach for the participation of foreign businesses in the Nigerian space

A Non – Nigerian whether a company or an individual may invest and participate in the operation of an enterprise in Nigeria except those which are prohibited.

Every foreign company intending to carry on business in Nigeria shall first register (incorporate) a company in Nigeria. Until such a company is incorporated, a foreign company in Nigeria shall not have a place of business in Nigeria for any other purpose than for matters preliminary to incorporation.

Some foreign companies are exempt from the requirement to register a Nigerian company and they include:

i. Those invited to Nigeria with the approval of the Federal Government to execute any specified individual project;

ii. Those in Nigeria for the execution of specific individual loan project

on behalf of a donor country or international organisation.

iii. Those owned by foreign governments and engaged solely in export promotion activities and;

iv. Engineering consultants and technical experts on any individual specialist project under contract with any of the governments in the federation or their agencies, where such contract has been approved by the federal government.

The procedure for incorporating a company in Nigeria includes:

1. Contact a Nigerian Law (Dealtran Legal has expertise in Corporate Law);

2. Incorporation forms shall be obtained at the Corporate Affairs Commission;

3. Name search for availability and reservation shall be carried out at the commission;

4. Incorporation documents shall be prepared by the lawyer and signed by the clients;

5. Incorporation documents shall be filed at the Federal Inland Revenue Office for stamping.

6. Incorporation documents shall be filed at the Corporate Affairs Commission.

7. The Certificate of Incorporation which is evidence of incorporation shall be issued by the commission.

Where an alien intends to establish a business in Nigeria, the following procedure shall be followed:

1. Application and obtaining of business visa;

2. Secure an address in Nigeria;

3. Prepare a joint venture agreement and any other pre-incorporation

agreement that may be necessary if it involves a Nigerian partner;

4. Incorporation of a company;

5. Apply to register the company with the Nigerian Investment Promotion Commission;

6. Register the investment with the Securities and Exchange commission;

7. Importation of capital through an authorised dealer and obtain certificate of importation;

8. Make applications for other necessary permits and available relief for that kind of investment.