The real estate sector in Nigeria presents a wide range of opportunities, with each one subject to specific regulations. Businesses in this industry range from construction and property development companies, through property management, short-let services, estate surveying and valuation, to real estate agency operations. Of importance is that Nigeria does not restrict foreigners from setting up real estate companies, as long as they observe the necessary local legal requirements.

This guide addresses frequently asked questions about setting up a real estate company in Nigeria, including incorporation procedures, post-incorporation requirements, and registration timelines.

1. Incorporating a Real Estate Company in Nigeria

Company incorporation in Nigeria falls under the purview of the Corporate Affairs Commission (CAC). While there is no set minimum share capital for real estate companies, businesses with foreign directors or shareholders must meet a minimum share capital requirement of ₦10,000,000 (Ten Million Naira).

Below are the key steps and requirements for incorporating a real estate company:

1.1 Requirements for Incorporation

• Proposed Company Names: Provide two proposed names for the company, which will be searched and screened for approval by CAC. Upon approval, one can proceed with the registration in the approved name.
• Registered Office Address: The address of the company, email, and phone number.
• Details of Shareholders, Directors, and Secretary: Full name, residential address, email, phone number, date of birth, occupation, and NIN with a valid ID card of all the stakeholders.
• Electronic signatures
• Company Objectives: Clearly state the intended focus of the company, stating its area of real estate expertise.

2. Post-Incorporation Registrations and Approvals

After incorporation, a real estate company must go through some necessary registrations and obtain certain approvals before commencing business.

2.1 Tax Registration with the Federal Inland Revenue Service (FIRS)

In Nigeria, every company is required to register for tax. At the time of incorporation, the CAC assigns a TIN. However, the company needs to register further with the FIRS in order to be properly registered for tax purposes.

Requirements for FIRS Registration:

• Application letter on the company’s letterhead
• Incorporation documents
• Details of the company directors
• Utility bill

2.2 Registration with the Special Control Unit Against Money Laundering (SCUML)

DNFS are regulated by Special Control Unit Against Money Laundering under EFCC, a body charged to put into effect various laws enacted by Nigeria, some of which speak to money laundering. Real estate firms fall under this category and need to be duly registered with the agency. They equally have to make reports on suspicion and high value as well as the threshold transaction statements.

SCUML Registration Requirements

Incorporation documents;

Tax Identification Number, TIN

BVN, name of bank account held and its account number

• Membership certificate from the Real Estate Developers Association of Nigeria (REDAN)

2.3 Registration with the Real Estate Developers Association of Nigeria (REDAN)

REDAN is the umbrella organization that regulates house development in Nigeria. It is the contact point for all agencies of government, private companies, international organizations, and investors in the real estate sector.

Requirements for Membership into REDAN:

• Application form duly filled
• Application letter on company’s letterhead
• CAC incorporation documents
• Audited financial statement
• Company profile showing organizational structure, qualifications of directors, and personnel functions
• Project brochures
• Bank reference or introduction letter
• Evidence of payment of registration and subscription fees by bank cheque
• Tax Clearance Certificate
• Evidence of contributions to the National Housing Fund (National Housing Fund Act and Policy)
• Photo IDs of major shareholders and directors
• REDAN Membership Code of Conduct form duly signed

3. Timeline for Incorporation and Post-Incorporation Processes

• Company Incorporation: This can be done within 24 hours with the CAC.
• Post-Incorporation Registrations: Tax registration, SCUML registration, and membership with REDAN usually take 6–8 weeks.

By following these steps and ensuring that all applicable regulations are complied with, your real estate business in Nigeria will be well-guided through the incorporation and operational setup process.

 

 

We assist local and foreign clients to process company registration and business licenses in Africa (Nigeria,Zimbabwe,south Africa,Kenya,Ghana). Please contact Olamide Oyetayo Legal through 08068154338 or [email protected]