CAC post registration compliance checklist
Getting your Certificate of Incorporation from the Corporate Affairs Commission (CAC) is just the starting point, not the finish line. Many Nigerian business owners assume compliance ends at registration — it doesn’t. Thousands of companies get struck off the CAC register every year, not because they failed to register, but because they stopped meeting their obligations afterward.
Here’s a complete post-registration compliance checklist to keep your business legally sound and in good standing.
1. Confirm and Secure Your Tax ID/TIN
For many newly registered companies, a Tax ID is now generated automatically alongside your Certificate of Incorporation. Still:
- Verify your Tax ID on the official tax authority portal
- Keep a saved copy of your Tax ID confirmation — physical TIN certificates are no longer issued
2. Open a Corporate Bank Account
- Approach a commercial bank with your RC number, Certificate of Incorporation, and Tax ID
- Provide your company’s Memorandum and Articles of Association (or Certified True Copy) as required
- Complete Know Your Customer (KYC) documentation for all signatories
3. File CAC Annual Returns Every Year
This is the single most commonly missed compliance step, and the one most likely to get your company struck off the register.
- File Annual Returns with CAC every year after your year of incorporation (a newly incorporated company typically has a grace period before its first return is due)
- Confirm director, shareholder, and company secretary particulars are current before filing
- Verify your registered office address is still active and correctly recorded
- Hold or document your Annual General Meeting (AGM) where required
- Pay any outstanding returns and penalties promptly if you’ve fallen behind — CAC allows you to file for all outstanding years in sequence
Why this matters: Since January 2024, CAC has been fully enforcing penalties under the Companies Regulations 2021 — against the company and individual directors personally. Missed filings can also mean your business name becomes available for others to register, and your bank accounts may face restrictions.
4. Stay Current on Tax Filings
CAC compliance and tax compliance are separate obligations — both matter.
- File Companies Income Tax (CIT) returns with the tax authority (commonly due by 30 June for many companies, but confirm your specific deadline)
- Register for and remit VAT, if applicable to your business activities
- Deduct and remit PAYE for any employees
- Keep basic financial records/accounts to support your filings
5. Register with SCUML (If Applicable)
If your business falls under Designated Non-Financial Businesses and Professions (DNFBPs) — this includes NGOs, real estate firms, dealers in jewelry/precious metals, and certain consultancy/legal/accounting practices — you’re required to register with the Special Control Unit Against Money Laundering (SCUML).
- Confirm whether your business type requires SCUML registration
- Complete registration if applicable — this is often required before opening or maintaining certain bank accounts
6. Appoint and Maintain a Company Secretary
- Appoint a company secretary (strongly advised, and required for certain company types) to help manage statutory filings and record-keeping
- Maintain statutory registers: register of members, register of directors, register of charges, etc.
7. Handle Employee-Related Statutory Registrations
If you have employees, additional registrations typically apply:
- Pension: Register with the National Pension Commission (PenCom) and remit employee/employer pension contributions
- NSITF: Register with the Nigeria Social Insurance Trust Fund for employee compensation
- ITF: Register with the Industrial Training Fund if your payroll meets the applicable threshold
- PAYE remittance: Ensure deductions are remitted correctly and on time to the relevant state tax authority
8. Get State and Local Business Permits (Where Applicable)
- Check whether your business activity requires state or local government operating permits, especially for physical premises (shops, factories, restaurants, etc.)
- Renew any sector-specific licenses relevant to your industry (e.g., NAFDAC, SON, financial sector regulators)
9. Protect Your Brand
- Consider trademark registration for your company name, logo, and key brand assets through FIPO (Federal Intellectual Property Office/Trademarks Registry) — CAC registration alone does not give you trademark protection
10. Keep Records Updated with CAC
Any changes to your company must be formally filed, not just noted internally:
- Report changes in directors or shareholders
- Report a change of registered office address
- Report changes to share capital or share allotments
- File special resolutions where required (e.g., name change, objects change)
CAC post registration compliance checklist
Consequences of Ignoring Post-Registration Compliance
- Your company can be struck off the CAC register for failing to file annual returns
- Directors can be held personally liable for penalties under the Companies Regulations 2021
- A struck-off company’s name becomes available for other businesses to register
- Non-compliance can lead to frozen or restricted bank accounts
- It can jeopardize eligibility for grants, contracts, and loans, which typically require evidence of good standing
Quick Reference: Annual Compliance Calendar
| Obligation | Frequency |
|---|---|
| CAC Annual Returns | Yearly |
| CIT filing | Yearly (commonly by 30 June) |
| VAT remittance | Monthly |
| PAYE remittance | Monthly |
| Pension contributions | Monthly |
| AGM (where required) | Yearly |
(Exact deadlines vary by entity type and should be confirmed with the relevant authority.)
FAQs
What happens if I never file CAC annual returns? Your company risks being struck off the register, losing its legal name protection, and directors can face personal penalties under current CAMA regulations.
Is CAC annual returns filing the same as tax filing? No. CAC Annual Returns are a corporate regulatory filing confirming your business is still active. Tax filings (CIT, VAT, PAYE) are separate obligations to the tax authority.
Do I need a company secretary for a small private company? It’s strongly recommended even where not strictly mandatory, since a company secretary helps manage statutory filings, board resolutions, and compliance records.
Can I file overdue annual returns for multiple years at once? Yes. The CAC portal allows you to file for all outstanding years in sequence, though penalties accumulate the longer filings are delayed.
Compliance requirements, deadlines, and penalties are periodically updated by CAC and Nigerian tax authorities. Confirm current rules on the official CAC and tax authority websites, or consult a compliance professional for your specific business structure.
CAC post registration compliance checklist
