Post Incorporation Obligations of Registered Companies
  • Every Company must keep a register of its members as provided for under section 83(1)-(5) and section 84(1)-(4) of the Companies and Allied Matters Act Cap C20 Laws of the Federation of Nigeria 2004, subsequently referred to as CAMA.
  • By section 85 of CAMA, every Company having more than 50 members must keep an index of its members except the Register is in such form as to constitute an index.
  • By section 97 of CAMA, all public Companies shall keep a Register of interest in shares as provided under section 97 (1-6) of CAMA.
  • By section 211(1) of CAMA, every public Company shall within a period of 6 months from the date of its incorporation hold a general meeting of the members of the Company (referred to as Statutory Meeting).
  • By section 213(1) of CAMA, every Company shall in each year hold a general meeting as its annual general meeting in addition to any other meetings held in that year and shall specify as such in the notice calling it. ‘Not more than fifteen months’ must elapse between the one general meeting and the next.
  • Every Company shall cause minutes of all proceedings of meetings as provided for under section 241(1-4) of CAMA to be entered in books for that purpose.
  • By section 246(2) of CAMA, any company whose number of directors fall below two, shall within one month of it so falling appoint new directors and it shall not carry on business after the expiration of one month, unless such new directors are appointed.
  • By section 263 of CAMA, first meeting of Directors is to be held not later than 6 months after incorporation.
  • By section 292(1) of CAMA, every company shall keep at its registered office, register of its directors and secretaries.
  • By section 293(1) of CAMA, every Company shall have a Secretary.
  • By section 370 of CAMA, every company shall, once at least in every year make and deliver to the Corporate Affairs Commission an annual return in the form containing the matters specified in sections 371, 372 or 373 of CAMA as may be applicable. Provided that a Company need not make a return under the section either in the Year of its incorporation or if not required by section 213 of CAMA or hold an annual general meeting during the following year, in that year.
  • Any change in the registered Head Office address of the Company must be given to the Corporate Affairs Commission within fourteen days of such a change as provided for under section 547(2) of CAMA.
  • By section 548(1)(a) of CAMA, every company after incorporation shall paint or affix, and keep painted or affixed its name and registration number on the outside of every office or place in which its business is carried on, in a conspicuous position and in letters easily legible.
  • By section 553(1) of CAMA, every banking Company or insurance Company or a deposit, provident, or benefit society shall before it commences business and also in the first Monday in February and first Tuesday in August in every year during which it carries on business submit to the Commission a statement in the form, in schedule 14 to the CAMA.
  • Furthermore it is worthy of note that all registered Companies shall ensure compliance with the provisions of Companies and Allied Matters Act and regulations as may be issued from time to time by the Commission.

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