A company is a structure that is under a statutory regulation and also incorporated in order to maximize profit. Regardless of what type of company it is – limited, unlimited or even business enterprise, all companies and business enterprises have to be registered. This is in accordance with the law regulating companies in Nigeria, which is the Company and Allied Matters Act (CAMA). The Company and Allied Matters Act handles all types of company structure, operation rules, registration process and eligibility.
PRIVATE LIMITED LIABILITY COMPANY
A private limited liability company is a legal entity independent of its owners. The limited liability and simple operation of a private limited company make it the most common registered business in Nigeria.
It is registered under Part A of the Companies and Allied Matters Act (CAMA). Section 18 of CAMA provides that any two or more persons may form and incorporate a company by complying with the requirements of this Act in respect of registration of such company.
While Section 22 of CAMA provides that a limited liability company is a company which states in its Memorandum of association to be a Private liability company.
In a Private Limited Liability Company, the total number of members shall not be more than 50 (fifty) persons, with the age capacity not less than 18 years. The only exception for a person less than 18 years to register a company is where there are two or more adults involved in the formation of the company.
Advantages of a Private Limited Liability Company
- It has a separate personality i.e. It can sue and be sued on its own
- It can continue existing even after the death of its owners.
- It is easier to raise funds with a limited liability company
- The risk of the owner is limited to the number of shares subscribed to in the company
BUSINESS NAME
This is also known as an “Enterprise”. It is registered under Part B of the Companies and Allied Matters Act (CAMA). Section 574(1) CAMA makes it mandatory for every firm, individual or corporation required to be registered under Part B, to be registered within Twenty-Eight (28) days from the date of the commencement of the business for which registration is required.
A business name can be registered as a Sole Proprietorship or as Partnership.
Advantages of registering a Business name
- The business can be formed by one person or more
- It is easier to register
- Less capital is required to run the business
- The business owner only pays personal income tax in his/her state of residence.
- It is suitable for micro-small, small businesses and professional businesses
- Profits or losses are borne by the sole proprietor in the case of a sole proprietorship or by partners in the case of a partnership
INCORPORATED TRUSTEES
Incorporated Trustees are non-business and non-profit making organisation formed to facilitate acquisition of corporate personality by a community of persons bound together by custom, religion, nationality or any association of person established for religious, educational, literary, scientific, social developments, sporting or charitable purpose: section 590 of CAMA. It is an organisation registrable under Part C of CAMA. It can however, operate without registration but cannot take advantage of corporate identity of the trustees.
Features of Incorporated Trustees
- Only one person can register as an incorporated trustee. This is clear from the language of section 590(1) of CAMA as follows: “where one or more persons are appointed by….”
- The trustees are the only persons who obtain legal personality and not all the members
- The name starts with the words “Incorporated Trustees of….”
- It does not do business and does not distribute profits
- It receives income as grants, levies, etc
- The income must be applied solely towards the promotion of its objects
- The income not distributable but (out of pockets) expenses can be paid to members; especially for a member going to promote the organisation
- Registration requires evidence of ownership of landed property or undertaking in lieu
- It may be dissolved by the Federal High Court upon Petition by the Governing Council; or one or more members of the body of trustee; or not less than 50% of total members of the association; or the CAC.
At Transys Technologies, We can help you register your Limited Liability Company, Incorporated Trustees and Business Name also known as Enterprise with CAC (Corporate Affairs Commission) within very short reasonable time, irrespective of your location.