The change of shareholders of a Nigerian company is an important and necessary process that is essential for the stability and long-term development of a company. However, this process does not happen overnight and requires certain legal and procedural provisions to be followed. This article will detail the specific steps for a change of shareholders in a Nigerian company to help those involved better understand and complete the process.
1. Preparations before the change of shareholders.
Before starting a shareholder change, the company needs to ensure that all shareholders agree to the change and sign the relevant documents. In addition, the company is required to submit a detailed shareholder change plan to the Companies Registrar of Nigeria (CRB), including the identity information of the new shareholders, the shareholding ratio, and the shareholding structure of the changed company.
2. Procedures for change of shareholders.
1.Convening a general meeting of shareholders: The general meeting of shareholders is the highest authority of the company and is responsible for reviewing and approving the plan for the change of shareholders. At the general meeting of shareholders, all shareholders have the right to vote and vote in proportion to their shareholdings. If the shareholders' meeting approves the change of shareholders' plan, the company will need to submit the relevant documents to the CRB.
2.Signing an agreement: The company needs to sign an equity transfer agreement with the new shareholders to clarify the rights and obligations of both parties. In addition, the company is also required to sign an equity repurchase agreement with the original shareholders to ensure that the original shareholders give up their equity and receive a corresponding return.
3.Submission of documents: The company will be required to submit a series of documents to the CRB, including a shareholder change plan, a resolution of the general meeting of shareholders, a share transfer agreement and a share repurchase agreement. These documents must be true, accurate, and complete, otherwise they may result in legal penalties for the company.
4.Payment of fees: According to the relevant laws of Nigeria, the company is required to pay a certain fee during the shareholder change process. These fees may include stamp duty, registration fees, and legal fees, among others. Companies need to carefully check fees to ensure their legitimacy and accuracy.
5.Completion of Equity Change: When all documents are approved and the relevant fees are paid, CRB will officially complete the shareholding change procedures. At this time, the new shareholder will officially become a shareholder of the company and enjoy the corresponding rights and obligations.
It is important to note that the change of shareholders of a Nigerian company is a complex and time-consuming process that requires the guidance and assistance of professionals. If you want to know more about the process and required information about the change of shareholders and directors of other overseas companies, please feel free to leave a message for consultation!