CAC Warns Nigerian Companies: Comply or Face Delisting

From Marcus Nkire

The Corporate Affairs Commission (CAC) has issued a strong warning to Nigerian business owners, urging them to take corporate compliance seriously or risk having their companies struck off its register. This action, known as striking off, is currently underway and targets companies that have remained inactive or failed to meet their statutory obligations under the Companies and Allied Matters Act (CAMA) 2020.

According to the CAC, once a company is delisted, it is considered non-existent in the eyes of the law, which can severely impact its ability to operate, attract investment, or secure financing. The Commission noted that many business owners only become aware of their company’s removal when they attempt to apply for loans, seek investor funding, or bid for government contracts—often when it’s already too late.

To prevent this, the Commission outlined essential steps businesses must follow to maintain legal status and active registration. These include choosing a unique business name, preparing a proper Memorandum and Articles of Association, and declaring the company’s authorised share capital—with the legal minimum set at ₦100,000 for private companies. All documents must be uploaded via the CAC’s online portal, and relevant registration forms, such as Form CAC1.1, must be completed and submitted alongside proof of payment for filing fees and stamp duties.

Further requirements include the appointment of at least two directors (or one for small companies), and at least one shareholder. Directors must be 18 years or older and mentally competent, in line with Sections 20 and 271 of CAMA 2020. Upon successful incorporation, businesses must also register for a Tax Identification Number (TIN) with the Federal Inland Revenue Service (FIRS) and obtain all necessary operational permits.

However, compliance does not end with registration. The CAC emphasized that companies are legally required to file annual returns within 42 days of their incorporation anniversary. Failure to do so can lead to penalties and eventual delisting from the CAC’s official register.

With the ongoing striking-off exercise, the Commission is reinforcing the message that corporate compliance is not optional. Business owners are advised to treat these obligations with urgency to ensure the continued legal existence of their companies and avoid disruptions that could undermine growth or credibility in both local and international markets.