Set up a company in Nigeria.

Realistically 3–5 weeks from instruction to operational entity with bank account, CAC incorporation, NRS tax registration, and CCI registered. The CAC online portal completes incorporation itself in 5–10 working days for standard Ltds. Bank account opening and CCI issuance via the Authorised Dealer bank are typically the longest gates. PLCs run 6–10 weeks; Free Zone enterprises 8–14 weeks; sector-licensed entities (banking, insurance, telecoms, upstream oil & gas) longer still.

The NTA repeals and consolidates more than a dozen separate statutes (CITA, PITA, VAT Act, CGT Act, PPTA, Stamp Duties Act) into one unified, modernised regime. Key changes: small companies (turnover ≤ NGN 100M) are fully exempt from CIT, CGT and the new Development Levy; Capital Gains Tax for companies has increased from 10% to 30%; mandatory e-invoicing/fiscalisation rolled out from 1 January 2026; the Nigeria Revenue Service (NRS) replaced FIRS; a Development Levy of 4% replaced multiple legacy levies; and a 15% minimum effective tax rate applies to large/multinational groups. The aim, in the government's own words, is to consolidate 60+ separate taxes down to "single digits".

Under Section 56 of the NTA, small companies (annual turnover ≤ NGN 100 million AND total fixed assets ≤ NGN 250 million) are subject to a 0% Companies Income Tax rate, exempt from Capital Gains Tax, exempt from the new 4% Development Levy, and exempt from VAT registration where their qualifying activity is on the simplified list. Importantly, professional services firms (legal, accounting, medical) are explicitly excluded from the small-company classification regardless of their turnover. The exemption is a real and material structural advantage for early-stage commercial businesses scaling toward the standard regime.

Foreign capital injection into a Nigerian company must be registered with the Central Bank of Nigeria via an Authorised Dealer bank, who issues a Certificate of Capital Importation (CCI). The CCI is the legal instrument that secures future repatriation rights for dividends, capital, and profits. Without a CCI, repatriation becomes materially more difficult. Since June 2023, Nigeria has operated a flexible exchange rate, with multiple FX windows being progressively unified by the CBN. Repatriation is permitted but must follow the CCI/Authorised Dealer procedure rigorously. Get the CCI right at incorporation, and the rest is mechanical.

No. Foreign nationals and non-residents can be both shareholders and directors of a Nigerian Ltd, PLC or LLP. There is no nationality or residency requirement at the company level. Wholly foreign-owned subsidiaries are explicitly permitted. For practical purposes, having at least one director who can be physically present for bank account opening and KYC processes streamlines the timeline. Expatriate work (CERPAC) permits are required for non-resident senior staff, processed via NIPC and the Comptroller-General of Immigration. Investments of NGN 100M+ typically qualify for an automatic expatriate quota.

Annual financial statements filed with the CAC within 42 days of the AGM (within 18 months of incorporation), annual CIT return filed with the NRS within 6 months of fiscal year-end, monthly VAT returns where VAT-registered (filed by 21st of following month), monthly PAYE filings (by 10th), monthly PenCom and NSITF contributions, annual ITF 1% payroll levy, quarterly transfer pricing returns where applicable. Mandatory e-invoicing/fiscalisation from 1 January 2026 — this is operationally significant. Non-compliance penalties stiffened materially under the NTA: 40% on under-deducted PAYE/WHT, NGN 5 million for engaging unregistered contractors.