THE Corporate Affairs Commission (CAC) has issued a six-week notice to business owners operating in Nigeria with unregistered names to comply with registration requirements or face possible imprisonment.
It gave the warning and deadline in a statement on Tuesday, April 29.
It cited that the criminal offence under Section 863 of the Companies and Allied Matters Act, 2020 forbids carrying on business in Nigeria as a company, limited liability partnership, limited partnership, or under a business name without registration.
It said it is also an offence to operate under a name or acronym other than the one registered under the Act.
The commission also noted that Section 729 of the Act requires every registered company to display its registered name and registration number at every business location.
“The Commission wishes to inform the General Public that it is a criminal offence under Section 863 of the Companies and Allied Matters Act, 2020 to carry on business in Nigeria as a Company, Limited Liability Partnership, Limited Partnership or under a Business Name without registration under the Act or by a name (or acronym) other than the name (or acronym) by which the business was registered under the Act.
“The General Public should note that Section 729 of the Act requires every Company registered under the Act to state its name as registered and its registration number outside every place where it carries on business. In addition, the Company is required to state its registered name and registration number on all its official publications, including its letterhead, signage(s), marketing and publicity materials,” it stated.
According to the CAC, non-compliance with business registration requirements may result in prosecution and a conviction that carries a penalty of up to two years’ imprisonment.
“In particular, the general public should note the provisions of Section 862 (1) of the Act, which state that any person who, in any document required under the Act (including the aforementioned official publications of a company), knowingly makes a false statement in any material respect commits an offence and is liable on conviction to imprisonment for a term of two years, in addition to a daily fine imposed on the company for every day the offence continues,” it said.
The commission continued that all companies, limited liability partnerships, limited partnerships, and business name proprietors must comply with the provisions of the Act within six weeks of this notice.
Failure to comply will result in enforcement actions, including prosecution, the CAC stressed.
“In view of the foregoing, every Company, Limited Liability Partnership, Limited Partnership and Business Name proprietor(s) is hereby required to ensure full compliance with the above requirements of the Act within six weeks of this notice failing which the Commission shall take all necessary steps (including prosecution) to enforce compliance,” it added.
The ICIR can report that the CAC public notice on businesses operating under an unregistered name or acronym came following the collapse of the fraudulent cryptocurrency investment scheme, CBEX, which reportedly defrauded Nigerians of approximately N1.3 trillion.
The matter which is before the Economic and Financial Crimes Commission (EFCC) and the Securities and Exchange Commission (SEC) has drawn public attention emphasised that
Although ST Technologies International Limited, the promoter of CBEX, was said to have registered with the CA, it was discovered that the company was not licensed by the SEC to operate as an investment platform.
Last year, the CAC embarked on a similar venture, mandating Point of Sales (PoS) agents to register with the commission or face sanctions.
It is unclear whether the commission achieved the purpose after extending the registration deadline for the PoS operators from April to September 2024.