How To Upgrade From A Business Name To A Limited Liability Company In Nigeria

Upgrading your business name registration means that you no longer want to have a mere business name, but a Ltd liability company.

we have always advised startups to do a Ltd liability company registration once and for all.

This takes out the stress of registering as a business name with the hope of upgrading it later to a Ltd liability company.

I understand that the original idea is to save cost, but I tell you that when it’s time for the upgrade, you realize that you will be spending more.

So yes, it’s possible to have an enterprise upgraded to the status of a Ltd liability company under the same name.

Here is how to upgrade your business name registration to a Ltd liability company registration.

How To Upgrade From A Business Name To A Limited Liability Company In Nigeria

1. You will have to Make sure that the annual returns for the company have been paid up to date.

A business name registration done in 2012 and which has never filed annual returns will be required to pay the annual returns fees and the penalty for late filing for 6 years.

For newly registered businesses there is no need to pay annual returns. You can’t initiate the process of an upgrade unless the annual return fees have been paid in full.

2. You will have to Prepare an application letter to the Corporate Affairs Commission for consent to upgrade your business name registration.

The letter should contain the name of the company and the business name number.

 It should also state the reason for the upgrade and the new name.

This is basically the same name as the enterprise except for the addition of the word “Limited”.

3. You will need to do a new name search as a Ltd liability company.

WHY IS IT IMPORTANT I REGISTER MY BUSINESS

This is after the consent code must have been given.

It takes about a week or two to get the Consent. Check the status of the name search to be sure the name has been approved, then download the approval notice.

4. You will have to start the actual Business registration process for a Ltd liability company all over again.

At least you need two directors to register a Ltd liability company. you will also need to have a share capital with the particulars of the directors.

Also, you need to have the memorandum and article of association of the company.

If you are doing the online registration, you can just adopt the model memorandum and article of association of the company by CAC.

5. keep checking your status for any query on the application, if there is none, then wait for the registration approval.

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Please note that the effect of upgrading your business name to a Ltd liability company is that you lose the previous business name registration.

If you are thinking of expanding and you are worried that people already know you with a particular business name, then you can simply upgrade to a Ltd liability company under the same name.

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