This comprehensive 2025 guide walks French entrepreneurs and investors through every step of incorporating a company in Nigeria and opening a corporate bank account, all from France, without traveling to Nigeria. It details the process, documentation, costs, and legal nuances to ensure full compliance and operational efficiency.
Table of Contents
-
Introduction
-
Why French Investors Are Expanding into Nigeria
-
Legal Business Structure for Foreigners in Nigeria
-
Step-by-Step Guide: Incorporation + Bank Account Opening
-
Required Documents and Information
-
The AI-Powered CAC Incorporation Process
-
Post-Incorporation Compliance
-
Opening a Corporate Bank Account as a Foreigner
-
Role of STR Visa, Expatriate Quota & CERPAC
-
Importance of SCUML Certificate
-
Cost & Timeline
-
Common Misconceptions
-
FAQs
-
Conclusion
1. Introduction
Nigeria, Africa’s largest economy with over 200 million citizens, presents a strategic gateway for French investors seeking to tap into West Africa’s fast-growing consumer and industrial markets. The country offers abundant opportunities in oil & gas, agriculture, technology, infrastructure, and services, all sectors where France already maintains a strong presence.
With the Corporate Affairs Commission’s (CAC) new AI-powered online incorporation portal, French investors can now register a Nigerian Limited Liability Company (LLC) entirely online, from France, with certificates issued digitally. The process is fast, transparent, and fully compliant with Nigerian laws.
However, certain residency-based regulations, particularly around bank account operation and directorship, require understanding before launching a business remotely.
2. Why French Investors Are Expanding into Nigeria
France and Nigeria maintain deep economic ties. France is one of Nigeria’s top European trading partners, with major investments in energy, banking, and manufacturing.
Key reasons French entrepreneurs choose Nigeria include:
-
Large Market Size: Over 200 million consumers.
-
Gateway to West Africa: Duty-free access to 15 ECOWAS countries.
-
Dynamic Economy: Expanding tech, logistics, and agribusiness sectors.
-
Ease of Registration: Fully digital CAC incorporation.
-
Legal Protection: Limited liability and corporate personality under Nigerian law.
3. Legal Business Structure for Foreigners in Nigeria
The most practical legal entity for foreign investors, including French nationals, is the Private Limited Liability Company (Ltd or LLC).
Key Features:
-
Distinct legal identity separate from its owners.
-
Limited liability protection for shareholders.
-
Can engage in nearly all lawful commercial activities.
-
Allows 100% foreign shareholding.
Other structures, like public companies or business names, exist but are less suitable for cross-border investors.
4. Step-by-Step Guide: Incorporation + Bank Account Opening
Step 1: Reserve your company name through the CAC AI portal.
Provide name options to check availability.
Step 2: Prepare company details.
Include: directors, shareholders, registered address, shareholding breakdown, and business objectives.
Step 3: Upload required documents.
All forms are submitted digitally, no physical paperwork is needed.
Step 4: Obtain CAC Certificate of Incorporation.
The certificate is issued online only after approval.
Step 5: Register for a Tax Identification Number (TIN).
Step 6: Apply for SCUML Certificate, a mandatory step for opening a bank account.
Step 7: Structure your management wisely.
While a foreigner can be the sole director and shareholder, operating efficiently (especially for banking and compliance) requires a CERPAC card.
Until then, it Is advisable to appoint Nigerian directors to handle local transactions.
Step 8: Open a corporate bank account.
Banks will require the company’s CAC certificate, TIN, SCUML certificate, and IDs of directors.
5. Required Documents and Information
| Requirement | Details Needed |
|---|---|
| Proposed Company Names | At least, two name options for reservation |
| Directors | Can be French or Nigerian nationals; provide full name, address, DOB, nationality, phone, email |
| Shareholders | Provide ID (passport), residential address, and scanned signature |
| Shareholding Structure | Clear percentage breakdown |
| Business Objects | Description of company activities |
| Registered Office Address | Nigerian address (service providers can assist) |
| Means of Identification | Valid international passport (for foreigners) or Nigerian ID (for locals) |
| Scanned Signatures | For all directors/shareholders |
| Bank Account Documents | CAC certificate, TIN, SCUML certificate, board resolution, and valid IDs |
6. The AI-Powered CAC Incorporation Process
The Corporate Affairs Commission (CAC) has automated the registration process through an AI-driven online portal, eliminating paperwork and manual delays.
Digital Process Flow:
-
Name Reservation: AI verifies name availability in real time.
-
Data Input: Enter business details and upload supporting documents.
-
Online Payment: Securely pay official fees.
-
AI Review & Approval: The system validates compliance with Nigerian laws.
-
Certificate Issuance: CAC issues the incorporation certificate digitally only.
All statutory forms (MEMART, CAC Certificate and Status Report) are downloadable directly from the portal.
7. Post-Incorporation Compliance
After incorporation, companies must:
-
Obtain TIN from FIRS.
-
Apply for a SCUML certificate if required.
-
File Annual Returns to remain active.
-
Comply with tax obligations such as Company Income Tax, VAT, Withholding Tax.
-
Maintain company registers and issue share certificates.
8. Opening a Corporate Bank Account as a Foreigner
Foreign directors face practical hurdles in banking because Nigerian banks require a Bank Verification Number (BVN) and National Identification Number (NIN), both obtainable only with a CERPAC residency card.
Until such residency is secured, it is best to appoint Nigerian directors to manage banking functions, while French nationals retain ownership as shareholders.
9. Role of STR Visa, Expatriate Quota & CERPAC
For French nationals planning to relocate and manage operations directly in Nigeria:
-
Expatriate Quota: Issued by the Minister of Interior, allowing your company to employ foreign staff.
-
STR Visa (Subject to Regularization): Obtained from the Nigerian consulate in France.
-
CERPAC Card: Issued by Nigerian Immigration upon arrival and necessary to obtain BVN and NIN.
Without these, foreigners can legally own shares but cannot perform day-to-day banking or compliance functions efficiently.
10. Importance of SCUML Certificate
The Special Control Unit Against Money Laundering (SCUML) certificate, issued by the EFCC, ensures anti-money laundering compliance.
It is mandatory for corporate bank account activation.
Processing Time: 5–7 working days.
Documents Needed: CAC certificate, TIN, and business profile.
11. Cost & Timeline
| Service | Duration | Cost (USD) |
|---|---|---|
| LLC Incorporation (100M Share Capital) | 7–14 working days | $2,775 |
| SCUML Certificate | 5–7 working days | $60 |
| TIN & Tax Clearance | 3–5 weeks | $275 |
| Director ID Verification | Same-day | $150 |
| Bank Account Opening Assistance | After TIN | $80 |
| Use of Registered Address | 1 year | $250 |
| Change of Director (Post-setup) | 2–4 working days | $60 |
| Total | ~35 working days | $3,650 |
12. Common Misconceptions
| Myth | Reality |
|---|---|
| Foreigners cannot be directors | They can, but need CERPAC for full functionality. |
| CAC issues physical certificates | All documents are now digital. |
| Bank accounts open automatically | BVN/NIN are mandatory before activation. |
| SCUML is optional | Banks require it for compliance. |
| Government fees make up the main cost | Most expenses come from professional processing. |
13. FAQs
Q1. Can a French investor register a Nigerian company remotely?
Yes. The CAC portal allows full digital incorporation from France.
Q2. Can a foreigner be the only director?
Yes, but without a CERPAC card, they cannot operate efficiently.
Q3. What is the total timeline?
About 35 working days.
Q4. Do I need to visit Nigeria?
Not for registration, but for operational control, you will need a STR visa and residency permit.
14. Conclusion
Incorporating a Nigerian company from France is now simpler and fully digital, thanks to CAC’s AI-powered registration system. French investors can own 100% of shares and complete all filings remotely.
However, for seamless operations, especially banking, it is best to appoint Nigerian directors until your residency is regularised.
With an estimated cost of $3,650 and a timeline of 35 working days, French investors can confidently establish their presence in one of Africa’s most dynamic economies.
