Procedure for a Foreigner to Establish Business in Nigeria

For foreign investors that wish to invest in any sector of Nigeria's economy, here are the steps to follow.

STEP1

Incorporation of the Business at the Corporate Affairs Commission (CAC) in accordance with the Companies and Allied Matters Act, 1990.

STEP 2

Registration of the company with Nigerian Investment Promotion Commission for the granting of Business Permit. IPC also grants approvals for expatriate quota positions and incentives.

a. Requirements for Business Permit

•  Purchase NIPC form I for N10,000.00. Completed form submitted with original receipt.
• Certificate of Incorporation.
• A minimum share capital holding in the joint venture.
• Details of share holding in the joint venture.
• Joint venture/partnership Agreement where applicable.
• Memorandum and Articles of Association.
• CAC’s Form CO2 and CO7 duly certified.
• Evidence of capital importation for wholly foreign companies.
• Approval from the appropriate professional bodies where applicable.

Expatriate Quota

In addition to the requirements listed under Business Permit, the following additional requirements have to be met for expatriate quota approvals.

• Evidence of acquisition of operational premises and operational machinery/equipment in the case of industrial establishment.
• Evidence of Foreign Capital Importation.
• Management and Technical Services agreement (for service companies).
• Tax Clearance Certificate.
• Minimum authorized share capital of N5million.
• Evidence that the personnel required is not likely to be available in Nigeria.
• Minimum share capital of N15 million (for two automatic expatriate quota positions) and of N30 million share capital (in case of four automatic expatriate quota positions).
• Supply names, address, qualifications and positions to be occupied by the expatriates.
• The company must produce its project implementation program.
• The company must produce a training program for Nigerians in addition to management succession schedule.
• The company will furnish its feasibility report where applicable especially for new and prior industries.

Incentives


These include pioneer Status and Technical Agreement incentives:

1. Pioneer Status

The benefit of a Pioneer Status Certificate is that the holder (i.e. the company) is exempted from payment of tax for a specified number of years (5 years or 7 years for companies located in economically disadvantaged areas).

Requirements:

*Certificate of Incorporation
*Memorandum and Articles of Association
*Feasibility study
*Tax Clearance Certificate
*Joint Venture Agreement
*Evidence of acquisition and installation
*Evidence of development carried out at factory site
*NIPC Form II (to be purchased from NIPC at N10,000 and should be returned with original purchase receipt)
*The company must not be more than one year old from its commencement date of production
*Evidence of physical development of the factory site
*Joint venture must attain a minimum expenditure of N5 million

2. Technical Service Agreement

This is a form of technical co-operation agreement in which a party will agree to offer technical services to a company for the payment of a fee.

Details and terms of such agreements are normally worked out between the parties involved but such agreements should be registered with the National Office for Technical Acquisition and Promotion (NOTAP).


Fees Payable

• Purchase of NIPC Form I or II N10,000.00
• Approval Fees
• Business Permit N5,000.00
• Expatriate Quota N5,000.00 per slot
• Renewal or re-designation of Quota N5,000.00 per slot
• Amendment of Business permit N2,500.00
• Permanent Until Reviewed (PUR) $5,000 per slot
• Pioneer Status N10,000.00
• Technical Committee on Business Approvals 

A committee of NIPC has been constituted to consider and grant or reject applications for business permit, pioneer status and expatriate quota within 14 days. The committee is headed by the Executive Secretary.