12 °c
London
Monday, May 23, 2022
No Result
View All Result
FurtherAfrica
  • Countries
    • Angola
    • Botswana
    • Cape Verde
    • DRC
    • Eswatini
    • Ethiopia
    • Kenya
    • Malawi
    • Mauritius
    • Mozambique
    • Namibia
    • Nigeria
    • Rwanda
    • South Africa
    • Tanzania
    • Uganda
    • Zambia
    • Zimbabwe
  • Interviews
  • Understanding
  • Videos
  • Travel
  • Weekend
  • About
FurtherAfrica
  • Countries
    • Angola
    • Botswana
    • Cape Verde
    • DRC
    • Eswatini
    • Ethiopia
    • Kenya
    • Malawi
    • Mauritius
    • Mozambique
    • Namibia
    • Nigeria
    • Rwanda
    • South Africa
    • Tanzania
    • Uganda
    • Zambia
    • Zimbabwe
  • Interviews
  • Understanding
  • Videos
  • Travel
  • Weekend
  • About
No Result
View All Result
FurtherAfrica
No Result
View All Result
Home Africa

Procedure for registration of a Limited Liability Partnership in Nigeria

Seun Timi-Koleolu by Seun Timi-Koleolu
February 10, 2021
in Africa, FA, Legal, Legislation, Nigeria
Reading Time: 4 mins read
868 18
0
Procedure for registration of a Limited Liability Partnership in Nigeria
Share via QRWhatsappShare on FacebookShare on TwitterLinkedInPinteresteMail

Introduction

In our article on the Companies and Allied Matters Act (CAMA) 2020 (the “Act”), we had highlighted some of the key developments introduced by the Act. A significant development was the introduction of a Limited Liability Partnership (LLP) as an entity that can be set up in all states in Nigeria. At the time the Act was signed into law, the procedure to be adopted by the Corporate Affairs Commission (CAC) for the implementation of the changes introduced by the Act (including the LLP) was yet to be provided.

The Nigerian Ministry of Industry, Trade and Investment has now published the Companies Regulation 2021 (the “Regulation”) which provides details and clarity on the implementation of the changes introduced by the Act.

In view of the substantial requests we have received, with respect to how an LLP can be incorporated in Nigeria, we are pleased to set out below, the process for the incorporation of an LLP as detailed in the Regulation.

The LLP Structure

An LLP is a body corporate with perpetual succession and a separate legal personality from its partners. It is a structure that combines the benefits enjoyed by the business name structure and the limited liability status enjoyed by companies limited by liability.

By Sections 747 and 748 of the Act, every LLP is to have at least 2 partners who may be an individual or body corporate, provided such person has not been found by a court in Nigeria or elsewhere to be of unsound mind and is not an undischarged bankrupt.

Also read: The arm’s length principle and its implication on taxation in Nigeria

Procedure for registration of an LLP

  1. A name availability check should be conducted at the CAC and when the proposed name is available, the name is to be reserved.

  2. A Form CAC/LLP 01 is to be completed with the following information:

  1. the approved name of the LLP;

  2. the proposed business of the LLP;

  3. the proposed registered address of the LLP;

  4. the full name and particulars of each partner and their contribution;

  5. the full name and particulars of each person who is to be a designated partner (a designated partner is a partner that will be responsible for compliance with the provisions of the Act and will be liable for all penalties imposed as a result of a contravention of the law). There must be at least 2 (two) designated partners who are individuals and at least one of them must be resident in Nigeria;

  6. details of any partner in the LLP that will have significant control (i.e. an individual, company or other entity that directly or indirectly holds at least 5% of the interest or voting rights or holds the right to appoint or remove a majority of the partners or has the right to exercise significant control or influence over the LLP); and

  7. any other information as may be prescribed by the CAC from time to time.

3.  The required fee for registration is to be paid to the CAC.

4. Where the above requirements have been complied with, the CAC shall within 14 days of the submission of the  application register the LLP and issue a certificate of incorporation stating the name, date, and registration number of the LLP.

Conclusion

In addition to the foregoing, it is useful to note that a foreign LLP may apply to the Minister of Industry, Trade and Investment for exemption from incorporation in Nigeria where the LLP is: (i) invited by the Federal Government to execute a specified individual project; (ii) in Nigeria to execute a specific individual loan project on behalf of a donor country or international organisation; (iii) owned by a foreign government and engages solely in export promotion activities; or (iv) an engineering and technical expert engaged by any government of the federation or its agencies to carry out any individual specialist project.

Related

Tags: FeatureLawlegalLegislationLimited Liability CompanyLimited Liability PartnershipLLPNigeriaPavestones LegalProcedure for registration of a Limited Liability Partnership in NigeriaSeun Timi-Koleoluнигерияنيجيرياナイジェリア尼日利亚
ScanSendShare354Tweet222Share62Pin80Send
Seun Timi-Koleolu

Seun Timi-Koleolu

Seun Timi-Koleolu is the Managing Partner of Nigeria’s Pavestones - a client focused, solution driven and commercially savvy law practice, providing innovative, quality, timely and tailored legal solutions. As a result of her passion for supporting the growth of businesses particularly companies utilising technology to solve problems, she works with a team of lawyers to assist such companies in understanding their regulatory terrain and in pushing past barriers to the success of their operations. She also advises these businesses on data privacy and the proper use of data to further their business. She has a Bachelor of Laws degree from the University of Warwick and a Masters in Corporate and Commercial law from the University College London.

Related Posts

Environment

Rich nations offer debt guarantees on South African climate deal

by FurtherAfrica
May 23, 2022
Ethiopia energy access
Trade

South Sudan and Ethiopia sign 100MW electricity trade agreement

by Energy Capital & Power
May 23, 2022
Venture Capital

South African TooMuchWifi raised US$1M pre-series A funding

by TechGist Africa
May 23, 2022
Development

EU provides €3M+ for urban development in Mozambique

by Club of Mozambique
May 23, 2022
South African stocks hit near 7-month highs
Banking

South Africa Investec nearly doubles annual profit

by FurtherAfrica
May 23, 2022
Great Limpopo Transfrontier Park
 
AFSIC 2022
 
MozParks

Translate this page

Read the Latest

Environment

Rich nations offer debt guarantees on South African climate deal

by FurtherAfrica
May 23, 2022
0

A group of the world’s richest nations offered South Africa debt guarantees as part of a proposed $8.5 billion deal...

Read more
Ethiopia energy access

South Sudan and Ethiopia sign 100MW electricity trade agreement

May 23, 2022

South African TooMuchWifi raised US$1M pre-series A funding

May 23, 2022

EU provides €3M+ for urban development in Mozambique

May 23, 2022
South African stocks hit near 7-month highs

South Africa Investec nearly doubles annual profit

May 23, 2022

FurtherAfrica Partners

The Exchange Club of Mozambique Taarifa Rwanda
TechGist Africa Africa Oil & Power Farmers Review Africa
Tanzania Invest Zambia Invest See Africa Today
Africa Global Funds Novafrica CrudeMix Africa
Harambee Africa Botswana unplugged Financial Insights Zambia
Digilogic Africa

Subscribe to FurtherAfrica

Enter your email address to receive new articles on your email.

Join 73,051 other subscribers.

FurtherAfrica

© 2021 FurtherMarkets

FurtherAfrica is a FurtherMarkets Limited platform

  • Countries
  • Interviews
  • Understanding
  • Videos
  • Travel
  • Weekend
  • About

Follow Us

No Result
View All Result
  • Countries
    • Angola
    • Botswana
    • Cape Verde
    • DRC
    • Eswatini
    • Ethiopia
    • Kenya
    • Malawi
    • Mauritius
    • Mozambique
    • Namibia
    • Nigeria
    • Rwanda
    • South Africa
    • Tanzania
    • Uganda
    • Zambia
    • Zimbabwe
  • Interviews
  • Understanding
  • Videos
  • Travel
  • Weekend
  • About

© 2021 FurtherMarkets

Welcome Back!

Login to your account below

Forgotten Password?

Retrieve your password

Please enter your username or email address to reset your password.

Log In
This website uses cookies. By continuing to use this website you are giving consent to cookies being used. Visit our Privacy and Cookie Policy.
Are you sure want to unlock this post?
Unlock left : 0
Are you sure want to cancel subscription?