In our regulatory alert of 8 December 2023, we discussed the notice issued by the CAC on 5 December 2023 which was reversed by the subsequent notice issued by the CAC on 8 December 2023. Thus, the CAC directive for foreign owned companies to have N100m shares which must be fully paid up, failing which the CAC would commence winding up proceedings against defaulting companies, has been withdrawn. No new directive or notice has been issued by the CAC.

We have noted that in practice, however, the CAC does not extend regulatory services to companies with foreign equity participation that do not have up to N100m share capital. Post-incorporation filings of such companies are being queried with the CAC insisting such companies increase their share capital to N100m.

The CAC has through its officers clarified that the N100m shares must all be issued and allotted but do not have to be fully paid up. We note further that no penalty is imposed by the CAC for non-compliance, save that the CAC is rejecting applications by foreign owned companies to file any documents on its portal. This will possibly lead to late penalties for certain time-bound filings, some of which may be daily penalties.

For more information, please contact companysecretary@aluko-oyebode.com