This guide provides South African entrepreneurs with a practical roadmap to register a Nigerian company and open a corporate bank account remotely. It breaks down the requirements, cost, step-by-step process, and timelines for smooth incorporation, helping South African investors tap into West Africa’s largest economy with ease.
Table of Contents
-
Introduction
-
Why South Africans/Foreigners Incorporate in Nigeria
-
Legal Entity Options for Foreigners in Nigeria
-
Step-by-Step Overview: Incorporation + Bank Account Opening
-
Requirements: Documentation & Information Checklist
-
Incorporation Process in Nigeria (AI-Powered CAC Portal)
-
Post-Incorporation Steps & Compliance
-
Opening a Corporate Bank Account in Nigeria as a Foreigner
-
Role of STR Visa, Expatriate Quota & CERPAC in Effective Directorship
-
SCUML Certificate: Why It Matters for Bank Accounts
-
Cost & Timelines (Sample Costing for the Entire Process)
-
Common Misconceptions & Mistakes to Avoid
-
Frequently Asked Questions (FAQs)
-
Conclusion
1. Introduction
Nigeria, with a population of over 200 million, offers an expansive consumer market and a rapidly diversifying economy that continues to attract global investors, including a growing number from South Africa. From oil and gas to fintech, agriculture, and property development, Nigeria’s investment landscape provides significant opportunities for South African businesses seeking regional expansion.
Thanks to the Corporate Affairs Commission (CAC) and its new AI-powered company registration portal, incorporating a Nigerian company can now be done completely online with no paperwork or physical visit. This makes it convenient for South African investors to complete the process from Johannesburg, Cape Town, or anywhere in the world.
However, while incorporation is now seamless, there are still important compliance and residency considerations for foreigners, especially around directorship, immigration permits, and banking procedures.
2. Why South Africans/Foreigners Incorporate in Nigeria
-
Market scale: Over 200 million people and strong purchasing power.
-
Regional access: Nigeria offers duty-free trade to 15 ECOWAS member countries.
-
Investment diversity: From manufacturing to services, mining, and technology.
-
Legal protection: Registered companies enjoy full legal personality and limited liability.
-
Ease of doing business: 100% online registration via the CAC’s AI portal.
3. Legal Entity Options for Foreigners in Nigeria
For foreign investors, including South Africans, the most practical structure is a Private Limited Liability Company (Ltd).
Key features:
-
Distinct legal personality.
-
Limited liability for shareholders.
-
Allows both local and foreign ownership.
-
Can engage in almost any lawful business.
While other entity types (e.g., public companies or business names) exist, the Ltd model offers flexibility and full foreign participation.
4. Step-by-Step Overview: Incorporation + Bank Account Opening
To incorporate a Nigerian company and open a bank account from South Africa:
-
Reserve a company name via the CAC AI portal.
-
Prepare incorporation details (directors, shareholders, address, and shareholding structure).
-
Upload documents online—no physical forms or visits required.
-
Receive CAC Certificate of Incorporation digitally (no physical copies are issued).
-
Obtain and Upgrade TIN (Tax Identification Number) from FIRS.
-
Apply for SCUML certificate (mandatory for some sectors and bank verification).
-
Set up director structure: While foreigners can be sole directors/shareholders, they face operational limits without a CERPAC residency card. Many investors therefore appoint Nigerian directors initially for smooth account opening.
-
Open a corporate bank account in Nigeria using CAC, TIN, and SCUML documents.
5. Requirements: Documentation & Information Checklist
Requirement | Details |
---|---|
Proposed Company Names | Submit two name options for reservation. |
Directors (foreign or Nigerian) | Foreigners can be directors but face restrictions without CERPAC. Provide full details: name, address, nationality, DOB, email, phone. |
Shareholders | Can be South African nationals. Provide international passport, residential address, and scanned signature. |
Shareholding Structure | Percentage breakdown of ownership. |
Business Objects | State your intended operations (e.g., consulting, trading, agriculture). |
Registered Office Address | Must be a Nigerian address. Many service providers include this in their package. |
Means of ID | For foreign shareholders: international passport. For Nigerian directors: NIN, driver’s license, or passport. |
Bank Account Documents | CAC certificate, TIN, SCUML, valid IDs, passport photos, and board resolution. |
6. Incorporation Process in Nigeria (AI-Powered CAC Portal)
The Corporate Affairs Commission (CAC) has transitioned entirely to an AI-driven digital platform for company registration.
Steps:
-
Name Reservation: Submit proposed names online; AI checks availability and conflicts.
-
Data Input: Enter company and ownership details.
-
Upload Documents: Attach scanned IDs and signatures.
-
Online Payment: Pay incorporation fees digitally.
-
AI Review & Approval: System validates compliance with Nigerian company law.
-
Digital Certificate Issuance: Once approved, CAC emails a soft copy certificate and forms (no physical pickup).
This system allows South Africans to register Nigerian companies 100% remotely.
7. Post-Incorporation Steps & Compliance
After your company is incorporated:
-
Obtain and Upgrade TIN from FIRS.
-
Apply for SCUML Certificate (where applicable).
-
File Annual Returns yearly with CAC.
-
Maintain tax compliance (CIT, VAT, Withholding Tax).
-
Keep statutory records of directors, shareholders, and issued shares.
8. Opening a Corporate Bank Account in Nigeria as a Foreigner
While a foreigner can be the sole director and shareholder, operating effectively requires a CERPAC (residency permit) to process:
-
Bank Verification Number (BVN)
-
National Identification Number (NIN)
Both are mandatory for corporate account operation.
Without them, a company can exist legally but face hurdles in accessing Nigerian banking services. Therefore, it is practical to appoint at least one Nigerian director initially to enable banking and transactions.
9. Role of STR Visa, Expatriate Quota & CERPAC in Effective Directorship
For South Africans intending to manage their Nigerian company directly:
-
Expatriate Quota: Approval from Nigeria’s Minister of Interior allowing foreign staff or directors.
-
STR Visa (Subject to Regularisation): Granted at the Nigerian Consulate in Pretoria or Johannesburg to enter Nigeria for employment or directorship.
-
CERPAC Card: Issued by the Nigeria Immigration Service, allowing residency and enabling BVN/NIN processing.
Until you obtain a CERPAC card, it is advisable to remain a shareholder and allow Nigerians to serve as directors temporarily.
10. SCUML Certificate: Why It Matters for Bank Accounts
-
Required by most banks to verify Anti-Money Laundering compliance.
-
Issued by EFCC/SCUML after submission of CAC and TIN documents.
-
Processing takes 5–7 working days.
-
Without it, many banks will decline account opening.
11. Cost & Timelines (Sample Costing for the Entire Process)
Service | Duration | Cost (USD) |
---|---|---|
LLC Incorporation (₦100M Share Capital) | 7–14 working days | $1,775 |
SCUML Certificate | 5–7 working days | $60 |
TIN & Tax Clearance | 3–5 weeks | $275 |
Director Verification | Same-day | $150 |
Bank Account Setup | After TIN | $80 |
Registered Office (1 year) | 12 months | $250 |
Change of Director (Post-opening) | 2–4 working days | $60 |
Total: ≈ $2,650
Timeline: ≈ 35 working days (about 5–6 weeks)
12. Common Misconceptions & Mistakes to Avoid
Misconception | Reality |
---|---|
Foreigners can’t be directors | False. They can, but banking needs BVN/NIN via CERPAC. |
CAC still issues physical certificates | False. All documents are digital. |
Bank account opens automatically | False. You must meet BVN/NIN requirements. |
SCUML can be skipped | Risky. Many banks make it mandatory. |
Government fees are the main cost | False. Service and advisory fees form the bulk. |
13. Frequently Asked Questions (FAQs)
Q1. Can a South African register a Nigerian company remotely?
Yes. The CAC AI portal allows complete remote registration, with all documents issued digitally.
Q2. Can foreigners be directors?
Yes, but without a CERPAC card → BVN/NIN, they can’t operate efficiently or open bank accounts.
Q3. Can South Africans own 100% shares?
Yes. You can fully own your Nigerian company.
Q4. How long does the full process take?
Typically 5–6 weeks for incorporation, tax setup, and bank account activation.
Q5. Do I need to travel to Nigeria?
No. With Nigerian directors in place, you can complete incorporation remotely. To manage operations personally, you will need STR Visa → Expatriate Quota → CERPAC.
14. Conclusion
Incorporating a Nigerian company from South Africa is now straightforward thanks to the CAC AI-powered online registration and digital issuance of incorporation documents.
South African investors should note:
-
You can be a sole director and shareholder, but will need CERPAC → BVN/NIN for full operational control.
-
It is advisable to appoint Nigerian directors temporarily for seamless banking and compliance.
-
Budget around $2,650 and 35 working days for the entire process.
When structured properly, this pathway gives South African entrepreneurs a solid, compliant entry into Nigeria’s growing market and broader West African economy.