Guide on How to Register a Shipping Company in Nigeria: Requirements and Costs
Introduction
A shipping company engages in cargo transport, ship ownership, and operations. To operate, it must be incorporated under the Companies and Allied Matters Act with shipping business objectives. The company can then apply to register its ship, if owned, via a written application. The Nigerian maritime sector is regulated by the Nigerian Maritime Administration and Safety Agency (NIMASA).
If you’re looking to register a shipping company in Nigeria, this article is for you as it will walk you through the registration process, highlighting the necessary steps and requirements along the way.
Registration Requirements
– Memorandum and Articles of Association: Ensure your company has a minimum share capital of N25 million, with a main object clause related to shipping.
– Certificate of Increase in Share Capital: Provide relevant documentation if your company has increased its share capital post-incorporation.
– Allotment of Shares Documents: Include documents displaying the initial allotment of shares and any subsequent changes post-incorporation.
– Particulars of Directors: Submit documents displaying details of directors, using Form CAC 7 or CAC 7A for changes post-incorporation.
– Evidence of Annual Returns Filing: Provide Form CAC 10 or a letter acknowledging the filing of annual returns from the Corporate Affairs Commission.
– Tax Clearance Certificate: Include a current tax clearance certificate for your company.
– Original Bank Reference: Provide a reference from your bank.
– Audited Accounts or Financial Statements: Submit either audited accounts or financial statements, depending on your company’s age.
The Procedures for registration
- Collection of Debit Note from the designated desk officer for N110,000.00 (N10,000 for Form B1 and N100,000.00 for the registration fee).
- Generate Remita Retrieval Reference (RRR) Number:
- Make Payment using your RRR number and print out the Remita receipt.
- Obtain NIMASA Receipt by visit the Agency’s Financial Services Department with your receipt and debit note to obtain your NIMASA receipt.
- Pick Up Form B1 from the Legal Services Department and carefully fill it out.
- Application Letter: Addressed to the Director-General/CEO of NIMASA, clearly stating the category of application (Shipping Company or Agent).
- Submit Application: Attach all required documents and submit your application to the DG’s office, keeping a stamped and received copy.
Registration Costs
Debit Note: N110,000.00 (inclusive of N10,000 for Form B1 and N100,000.00 for the registration fee)
NIMASA Inspection
A physical inspection by NIMASA is required as part of the registration process. This ensures compliance with maritime safety regulations
Additional Registrations for Shipping Companies
- Nigerian Ports Authority (NPA) Registration -To operate in Nigerian ports, shipping companies must register with the NPA. Registration requirements and fees vary depending on the port location and operational needs.
- Special Control Unit Against Money Laundering (SCUML) Registration- The Economic and Financial Crimes Commission (EFCC) mandates all shipping companies to register with SCUML. This registration is essential for opening and operating a corporate bank account.
- Tax Registration with the Federal Inland Revenue Service (FIRS)- Register your company with the FIRS for tax purposes and obtain a unique Tax Identification Number (TIN). This is a mandatory step to ensure compliance with Nigeria’s tax laws
Renewal of Shipping Company Registration
To renew a shipping company license, the following documents must be submitted along with the prescribed fees:
- Collect Debit note from the desk officer in charge of Debit Note for N15,000.00 (this amount is paid annually, therefore if your expiration date exceeds a year, kindly pay for the number of years the license has remained expired)
- Tax Clearance Certificate: The company’s current tax clearance certificate.
- Audited Accounts: The company’s latest audited financial statements.
- Annual Returns: Evidence of updated and paid annual returns at the Corporate Affairs Commission.
Conclusion
To operate in Nigeria’s shipping industry, a company must register with the Nigerian Maritime Administration and Safety Agency (NIMASA) and provide all necessary documents. This ensures compliance with regulatory requirements and enables the company to conduct shipping operations legally.
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 circumstance.
By Deborah Ogedengbe and Adeola Austin Oyinlade for Adeola Oyinlade & Co.
Adeola Oyinlade & Co. is a leading Corporate and Commercial full-service law firm in Nigeria offering advisory services to both local and foreign clients in the maritime, shipping and admiralty sectors in Nigeria.
To see our service offerings, please contact us at [email protected] or visit www.adeolaoyinlade.com
Mobile: +234 803 826 7683 / +234 802 686 0247
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