Requirements for Limited Liability Partnership (LLP) Registration in Nigeria (2024)
Registering a Limited Liability Partnership (LLP) in Nigeria in 2024 involves specific requirements that must be met to ensure a smooth and successful process.
Find the detailed guide to help you understand what is needed to register an LLP with the Corporate Affairs
Commission (CAC) below.
1. Reservation of Name
Name Search and Reservation: The first step is to choose a unique name for your LLP and check its availability on the CAC portal. Once confirmed, reserve the name through the CAC online platform.
2. Minimum Number of Partners
At Least Two Partners: An LLP must have a minimum of two partners who can be individuals or corporate entities. There is no maximum limit to the number of partners.
3. Identification Documents for Individual Partners
Valid Identification: Each partner must provide a valid means of identification, such as:
National ID card
International Passport
Driver’s License
Voter’s Card
Passport Photographs: Recent passport-sized photographs of all partners.
4. Identification Documents for Corporate Partners (If Applicable)
Certificate of Incorporation: A copy of the Certificate of Incorporation for any corporate entity acting as a partner.
Board Resolution: A resolution from the corporate entity authorizing the partnership and appointing a representative.
5. Registered Address of the LLP
Proof of Address: You need to provide the registered office address of the LLP, which will serve as its official location. A utility bill (e.g., electricity, water bill) or tenancy agreement can be used as proof of address.
6. Designated Partners
At Least Two Designated Partners: Out of the partners, there must be at least two "designated partners" responsible for ensuring compliance with legal and regulatory requirements. They should be individuals and not corporate entities.
7. LLP Agreement
Draft of the LLP Agreement: Prepare an LLP Agreement detailing the rights, duties, and obligations of each partner, as well as the management structure, profit-sharing ratio, and other operational guidelines.
This document is critical as it outlines the partnership's functioning and must be signed by all partners.
8. Registration Forms and Details
LLP Incorporation Form: Complete the LLP incorporation form available on the CAC portal, which includes details such as:
Name and registered address of the LLP
Details of the partners (individuals and corporate)
Designated partners' information
The business activities and objectives of the LLP
9. Payment of Registration Fees
CAC Registration Fees: Pay the prescribed registration fees through the CAC online payment system. The fee varies based on the nature of the business and the structure.
10. Tax Identification Number (TIN) Registration
Tax Identification: Once registered, the LLP must obtain a Tax Identification Number (TIN) from the Federal Inland Revenue Service (FIRS) for tax purposes.
11. Professional Services (Optional but Recommended)
Legal or Professional Assistance: Although optional, it’s advisable to engage a legal practitioner or an accredited agent to assist with the registration process to avoid errors and ensure compliance.
Key Points to Note:
Age Requirement: All individual partners must be at least 18 years old, except where there is at least one other partner who is over 18 and capable of fulfilling all obligations on behalf of the LLP.
Compliance with Nigerian Laws:
The business activities of the LLP must comply with Nigerian laws and regulations.
Registration Process Overview
1. Name Reservation: Reserve the LLP name on the CAC portal.
2. Complete Registration Forms: Fill out the LLP registration form with all necessary details.
3. Prepare the LLP Agreement: Create and sign the LLP Agreement.
4. Submit Documents: Submit all required documents online through the CAC portal.
Payment: Pay the registration fees via the CAC portal.
5. Receive Certificate: Once approved, receive your Certificate of Incorporation from the CAC.
Registering an LLP in Nigeria in 2024 involves meeting several requirements, from reserving a name to preparing an LLP Agreement. Ensuring all documents and details are accurate will facilitate a smooth registration process. This structure offers a flexible and legally protected business framework, making it an attractive option for many entrepreneurs and professionals.
Find the detailed guide to help you understand what is needed to register an LLP with the Corporate Affairs
Commission (CAC) below.
1. Reservation of Name
Name Search and Reservation: The first step is to choose a unique name for your LLP and check its availability on the CAC portal. Once confirmed, reserve the name through the CAC online platform.
2. Minimum Number of Partners
At Least Two Partners: An LLP must have a minimum of two partners who can be individuals or corporate entities. There is no maximum limit to the number of partners.
3. Identification Documents for Individual Partners
Valid Identification: Each partner must provide a valid means of identification, such as:
National ID card
International Passport
Driver’s License
Voter’s Card
Passport Photographs: Recent passport-sized photographs of all partners.
4. Identification Documents for Corporate Partners (If Applicable)
Certificate of Incorporation: A copy of the Certificate of Incorporation for any corporate entity acting as a partner.
Board Resolution: A resolution from the corporate entity authorizing the partnership and appointing a representative.
5. Registered Address of the LLP
Proof of Address: You need to provide the registered office address of the LLP, which will serve as its official location. A utility bill (e.g., electricity, water bill) or tenancy agreement can be used as proof of address.
6. Designated Partners
At Least Two Designated Partners: Out of the partners, there must be at least two "designated partners" responsible for ensuring compliance with legal and regulatory requirements. They should be individuals and not corporate entities.
7. LLP Agreement
Draft of the LLP Agreement: Prepare an LLP Agreement detailing the rights, duties, and obligations of each partner, as well as the management structure, profit-sharing ratio, and other operational guidelines.
This document is critical as it outlines the partnership's functioning and must be signed by all partners.
8. Registration Forms and Details
LLP Incorporation Form: Complete the LLP incorporation form available on the CAC portal, which includes details such as:
Name and registered address of the LLP
Details of the partners (individuals and corporate)
Designated partners' information
The business activities and objectives of the LLP
9. Payment of Registration Fees
CAC Registration Fees: Pay the prescribed registration fees through the CAC online payment system. The fee varies based on the nature of the business and the structure.
10. Tax Identification Number (TIN) Registration
Tax Identification: Once registered, the LLP must obtain a Tax Identification Number (TIN) from the Federal Inland Revenue Service (FIRS) for tax purposes.
11. Professional Services (Optional but Recommended)
Legal or Professional Assistance: Although optional, it’s advisable to engage a legal practitioner or an accredited agent to assist with the registration process to avoid errors and ensure compliance.
Key Points to Note:
Age Requirement: All individual partners must be at least 18 years old, except where there is at least one other partner who is over 18 and capable of fulfilling all obligations on behalf of the LLP.
Compliance with Nigerian Laws:
The business activities of the LLP must comply with Nigerian laws and regulations.
Registration Process Overview
1. Name Reservation: Reserve the LLP name on the CAC portal.
2. Complete Registration Forms: Fill out the LLP registration form with all necessary details.
3. Prepare the LLP Agreement: Create and sign the LLP Agreement.
4. Submit Documents: Submit all required documents online through the CAC portal.
Payment: Pay the registration fees via the CAC portal.
5. Receive Certificate: Once approved, receive your Certificate of Incorporation from the CAC.
Registering an LLP in Nigeria in 2024 involves meeting several requirements, from reserving a name to preparing an LLP Agreement. Ensuring all documents and details are accurate will facilitate a smooth registration process. This structure offers a flexible and legally protected business framework, making it an attractive option for many entrepreneurs and professionals.