A patent, in legal terms, is a granted right that bestows exclusivity to the inventor over their creation. In Nigeria, three distinct types of patents exist:

*Utility Patents: These cover new and practical processes or machines, including improvements on existing ones.

*Design Patents: They pertain to original, ornamental designs that are applied to an article of manufacture.

*Plant Patents: These are granted for the invention or discovery of distinct and new varieties of plants, other than tuber propagated plants or fungi.

Eligibility Criteria for Patent Registration

Eligibility to apply for a patent in Nigeria is not confined to local inventors. Individuals, corporations, and even foreign entities can seek patent protection, provided that the applicant is either the true inventor or holds legal rights to the invention.

Patentable Inventions

Patents are granted for inventions that are both novel and useful. This includes processes, machines, manufactures, and compositions of matter. However, abstract ideas, laws of nature, and naturally occurring substances are ineligible for patent protection.

Documentation and Information Required

A meticulously prepared application is the foundation of a successful patent registration. This encompasses:

1. Completed patent application forms containing;

*Applicant’s full name and address

*Acclaim/claims

*A declaration signed by the true inventor

*An address for service in Nigeria (for people who live outside Nigeria)

2. A comprehensive description of the invention, detailing its novelty and utility.

3. Technical drawings, diagrams, or other visual aids to augment the written description.

This application is then submitted to the Nigerian Patent Office.

Novelty and Prior Art Search

Prior to submitting an application, a thorough prior art search is imperative. This involves examining existing patents, publications, and technologies to ascertain the novelty of the proposed invention. This process helps prevent the duplication of existing knowledge and ensures that the invention meets the criteria for patentability.

Examination Process and Timelines

Upon submission, the Nigerian Patent Office undertakes a meticulous examination of the application. This process can extend over several months, during which the applicant may be required to provide additional information or address inquiries from the examining authority. Patience and a willingness to engage in this dialogue are pivotal to the successful registration of a patent.

Cost and Fees

Securing a patent in Nigeria involves various costs, including filing fees, examination fees, and maintenance fees. These fees may vary based on the type of patent sought and the applicant’s status (individual, business, or foreign entity). A clear understanding of the fee structure is essential for budgeting and planning.

Enforcement and Protection of Patents

Once a patent is granted, it confers exclusive rights upon the holder to produce, use, and sell the patented invention. In the event of infringement, the patent holder has legal recourse to seek remedies through the Nigerian legal system.

In conclusion, comprehending the intricacies of patent registration in Nigeria is crucial for inventors and entrepreneurs. Navigating this process necessitates meticulous documentation, thorough research, and adherence to legal protocols. Seeking professional advice can be invaluable in ensuring a successful patent application. By securing patents, inventors not only protect their creations but also contribute to the progress and prosperity of the nation.

Patent registration can be complex. It is very important that Patent’s applicant engages accredited agent with Patent Registry to file the application and represents the applicant all through the entire process.

By Adeola Oyinlade & Co

Note: The content of this article is anticipated to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.

Adeola Oyinlade & Co provides help and offer advisory to both local and foreign clients in patent registration in Nigeria.

Need help? Kindly contact us using the details below:

Email: [email protected]

Mobile: +234 803 826 7683 / +234 802 686 0247

To successfully register Trademarks in Nigeria, the applicant seeking to register a trademark must appoint an Attorney-agent to file the application and represents the applicant all through the entire process.

As a first step is conducting a preliminary availability search of the proposed trademark and logo (if any), to ascertain the availability of the trademarks in their respective class(es) at the Trademarks Registry, Abuja in Nigeria.

 Upon confirmation of the availability of the Mark in the specified class, the Attorney-afent shall forward an Authorization of Agent Form (“Form 1”) permitting the agent to act on the applicant’s behalf. The execution of Form 1 basically authorizes Attorney, as agents of the Trademark Registry, to drive the application to conclusion.

While filing the Trademark (attaching the relevant documents) and subsequently, the Registry shall issue an Acknowledgement of filing showing the online application ID and all of the trademark information. Subsequently, the Registry’s Trademark Examiner shall further examine the application to ensure that same conforms to the requirement of the law.

Where the Examiner confirms the application, the Registrar shall issue an Acceptance Letter. However, where the application is not confirmed by the Registry’s Trademark Examiner, a Refusal Letter would be issued. In which case, the applicant has the option of applying for a formal hearing to contest the rejection within two months. Where there is no contest, the application is deemed withdrawn.

All accepted marks are thereafter sent to the Publication Unit of the Registry for Publication in the Trademark Journal within a period to be specified by the Registrar.

Thereafter, the published marks are open to opposition for a period of two months from the date of publication.   If no objections are received or sustained, the Registrar shall issue the applicant with a Certificate of Registration. The registration certificate will reflect the date of initial filing as date of registration.

Trademark registration can be complex. It is very important that Trademark’s applicant engages accredited agent with Trademark Registry to file the application and represents the applicant all through the entire process.

By Adeola Oyinlade & Co

Note: The content of this article is anticipated to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.

Adeola Oyinlade & Co provides help and offer advisory to both local and foreign clients in Trademarks registration process.

Need help? Kindly contact us using the details below:

Email: [email protected]

Mobile: +234 803 826 7683 / +234 802 686 0247

The National Agency for Food and Drug Administration and Control (NAFDAC) is the key body in Nigeria regulating the registration of drugs, medical devices, food supplements, and cosmetic products.

For a manufacturer seeking to successfully carry out a product registration in Nigeria, the under-listed documents formed part of documents required for the registration of product at the National Agency for Food and Drugs Administration and Control (NAFDAC);

  1. Power of Attorney or Contract Manufacturing Agreement– the Power of Attorney is usually issued by the manufacturer of the product in favour of their local agent stating the name of the product and authority to register the product at NAFDAC. The power of attorney may be signed by the Managing Director of the company, or General Manager, or Chairman or President of the manufacturing company and notarized in the country where the product was manufactured. In the case of Contract Manufacturing Agreement, it must be signed by parties to the agreement and notarized in the country of manufacture.
  1. Certificate of incorporation of the applicant (local agent) -this is the evidence of registration at the Corporate Affairs Commission (CAC), Abuja-Nigeria.
  1. Certificate of trademark registration of the brand name in the name of the manufacturer/owner of the product. This registration is done at the Trademarks Registry, Abuja-Nigeria. Where the certificate of registration has not been obtained at the time of submitting the documents, evidence of the trademark application (Acknowledgement and Acceptance Forms) may be used.
  1. Certificate of manufacture and free of sale – this document shall indicate the name of manufacturer and the product to be registered. It must be authenticated by the Nigerian Embassy in the country of manufacture.
  • Comprehensive Certificate of product analysis – this document is issued by the manufacturer of the product. The name of the product, name and designation of the analyst must be indicated on the face of the document. It should also be authenticated by the Nigerian Embassy in the country of manufacture.
  • An application letter by the local agent for Import Permit in respect of the product.
  • All the documents listed above will be accompanied with a duly completed Registration Form.

The original documents and 2 set of photocopies of each of the documents listed above shall be submitted to the appropriate department in NAFDAC for assessment. If the documents are considered sufficient for the registration, the applicant may proceed to obtain an Import Permit from the Drug Registration Division on payment of the official fee. Please note that this permit allows the applicant to import only samples of product needed for the registration process.

As soon as the applicant obtains the Import Permit, the Agency will request for the under-listed for product vetting.

  • A letter of invitation addressed to NAFDAC for inspection of the manufacturer’s factory abroad;
  • A copy of the import permit and receipt of payment;
  • Certificate of analysis of the product;
  • 3 labeled samples of the product.

An acknowledgement paper will be issued to the applicant upon receipt of the vetting samples.

Finally, laboratory analysis will be conducted on the product. The applicant will be required to make necessary payment covering the official fee of the product registration, acknowledgement of receipt of vetting samples and the product samples for laboratory analysis. This will be followed by the issuance of the registration certificate.

Timelines

According to NAFDAC, registration of food product is not more than 90 days from the date of acceptance of application. While the registration of drug product is not more than 120 days from acceptance of application, the variation of product registration takes not more than 60 days.

By Adeola Oyinlade & Co

Note: The content of this article is anticipated to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.

Adeola Oyinlade & Co provides help and offer advisory to both local and foreign clients in NAFDAC product registration process.

Need help? Kindly contact us using the details below:

Email: [email protected]

Mobile: +234 803 826 7683 / +234 802 686 0247

There are several types of companies that can be set up in Nigeria depending on the intended purpose of establishment. However, the most commonly used or established company in Nigeria for profit oriented commercial operations are Private or Public companies wherein the liability of each member is limited by shares.

Below is the various type of legal entities that can be set up in Nigeria:

i.                     Company Limited by Shares, which is divided into private company limited by shares and public company limited by shares;

ii.                   Unlimited Company; and

iii.                 Company Limited by Guarantee.

The table below shows some considerations to be borne in mind when choosing what type of company to set up.

Type of CompanyAdvantagesDisadvantages
  Private Company Limited by Shares  –          Limitation of liability to the amount of unpaid allotted shares held by each shareholder.   –          A separate legal entity from that of the members, can own property, sue and be sued.   –          Greater control of the affairs of the company due to fewer members.    Restriction on the transfer of shares – the offer of the company’s shares cannot be made to the public via prospectus and is subject to the pre-emptive rights of existing shareholders (the company must first offer new shares to be issued to existing shareholders in proportion to their shareholding).   –          Membership cannot exceed fifty (50).   –          The shares cannot be listed on the Nigerian Stock Exchange.  
  Public Company Limited by Shares  –        Limitation of liability to the amount of unpaid allotted shares held by each shareholder.   –          Shares can be issued to the public via prospectus and listed on the Nigerian Stock Exchange thus allowing the company to raise large amounts of capital.   –      Shares are freely transferable which provides liquidity for shareholders.   –      Separate legal entity from that of the members, can own property, sue and be sued.  Less control on the affairs of the company due to a larger number of members.   –          Potential for mismanagement and slow decision making due to large number of members.   –          Highly regulated, routinely requiring the consent of the Securities and Exchange Commission to carry out its activities.   –          More vulnerable to takeovers.
  Unlimited Company  –          Less regulated as they are not required to file copies of their accounts with the Corporate Affairs Commission (“CAC”).   –          Insolvency is less likely because the members or shareholders are jointly and severally responsible for the company’s assets.    –          The liability of the shareholders is unlimited, therefore exposing shareholders to undetermined and potentially vast liability in the event that the company runs into debt.   –          More suitable for non-commercial concerns like political associations.
  Company Limited by Guarantee  A separate legal entity from that of the members, can own property, sue and be sued.   Enjoys exemption from taxes and duties on all income, provided that the income is not generated from trading activities (please note that the members are liable to pay personal taxes).   Liability of members is limited to the amount which they guarantee in the Memorandum of the company to pay in the event of the company’s winding up.  Profits made by the company cannot be shared amongst its members.   Usually incorporated for non-profit objectives. May however be incorporated for profit but will not enjoy tax exemptions in this case.   Longer incorporation process as the CAC is required to refer the Memorandum of such companies to the Attorney-General of the Federation for approval.

However, the most common vehicle that suits most business venture in Nigeria is a private limited liability company.

The basic requirements for the incorporation of a private limited liability company are outlined below:

  1. Approval and reservation (for a period of 60 days) of the proposed name by the Corporate Affairs Commission (“CAC”). It is advisable to present two alternate names (in order of preference) in the event that the original name choice is not available at the conclusion of an availability of name search at the CAC. 
  1. Filing of documents at the CAC upon successful reservation of proposed company name. The documents that will be required for filing are as follows:
  1. Completed and executed Form CAC 1.1. To complete this form, the following details are required-:

a.       Registered office address of the Company;

b.       An e-mail address for the Company;

c.       Authorized share capital for the Company (please note that, where there is foreign participation in the directorship of the company, the company should be incorporated with a minimum authorized share capital of Ten Million Naira (N10,000,000.00) in order to meet a pre-condition for obtaining a business permit);

d.       Name, residential address, nationality, country of residence, ID Number and type, date of birth, gender, e-mail and phone number for each director; and

e.       Name, address, registration number and phone number of company secretary;

f.        Executed Memorandum and Articles of Association;

g.       Copies of means of identification for each director;

h.       Board resolution of corporate shareholders (if any); and

i.         Proficiency certification in respect of the business to be engaged in, as it is in a professional field.

By Adeola Oyinlade & Co

Note: The content of this article is anticipated to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.

Adeola Oyinlade & Co provides help and offer advisory to both local and foreign clients in setting up a company in Nigeria at Corporate Affairs Commission (CAC).

Need help? Kindly contact us using the details below:

Email: [email protected]

Mobile: +234 803 826 7683 / +234 802 686 0247

There are several types of companies that can be set up in Nigeria depending on the intended purpose of establishment. However, the most commonly used or established company in Nigeria for profit oriented commercial operations are Private or Public companies wherein the liability of each member is limited by shares.

The most common type of company registration depending on business interest is a private company limited by shares, which will be registered at the Corporate Affairs Commission (CAC).

Outlined below are the requirements for the registration of a private company limited by shares in Nigeria;

1.         Two proposed names according to preference: Two proposed names in order of preference for availability search/name reservation.

2.         Object of the company:  This is the nature of business the newly formed company intended to operate in Nigeria.

3.         Registered office address: The proposed place of business.

4.         Details of Directors of the newly formed company including their full names, identity cards and their contact details.

 5. Details of Secretary: Same as listed in details of Directors above

6. Proposed Share Capital  of the Company: Under Nigerian law, the minimum share capital for Companies owned partly or wholly by foreigners is N 10, 000, 000.00 (Ten Million Naira). It is useful to note that whatever the share capital is at incorporation, same can be increased from time to time, depending on the corporate finance strategy of the company;

7. Details of Shareholders/ Subscribers and the amount of shares allotted by the company. The following are required:

a. The names, addresses, occupation, email address, phone number and nationalities of the natural or legal persons (individual or company) who are the intended shareholders of the Company.

b.      Copies of the information page of passport or national identity card of the shareholders/directors;

c.       Where another company would be a shareholder in the new company, a copy of a certificate of registration of the company in the jurisdiction where it is registered will be required;

d.      Where another company would be a shareholder or subscriber to the memorandum and articles of association, a duly signed and sealed resolution authorizing the subscription of the shares of the new company will be required.

By Adeola Oyinlade & Co

Note: The content of this article is anticipated to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.

Adeola Oyinlade & Co provides help and offer advisory to both local and foreign clients in setting up a company in Nigeria at Corporate Affairs Commission (CAC).

Need help? Kindly contact us using the details below:

Email: [email protected]

Mobile: +234 803 826 7683 / +234 802 686 0247

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