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(ECOWAS) nationals whose stay may not exceed three months and most have valid passport. Other people exempted from visa requirement are Cameruonians and those with which Nigeria have bilateral visa agreements.
The Immigration act, which generally regulates the entry and stay of foreigners in Nigeria also, regulates their rights to set up business in Nigeria. (For details see Business guidelines)
Business Guidelines And Procedures In Nigeria
Since mid 1980s the Federal Government of Nigeria had embarked on pragmatic economic reforms, which are designed to make the economy conducive and investment friendly. These reforms resulted in the adoption of liberal market oriented economic policies, stimulation of increased private sector participation and elimination of bureaucratic obstacles.
Foreign direct investment in Nigeria is regulated by four principal statutes; namely:
- The Nigeria Investment Promotion Commission. (NIPC) Act
- The Foreign Exchange monitoring and Miscellaneous Provisions (FEMMP) Act
- The Companies and Allied matters (CAMA) Act
- The Immigration Act
The Nipc Act
The NIPC Act permits foreign investors to hold 100% equity in Nigerian Companies or to set up new companies in Nigeria with 100% foreign equity participation. Restrictions, however, exist only in Defence related enterprises. This act also repealed the Nigerian Enterprises Promotion Act, which restricted the level of foreign participation in Nigerian companies/business.
The Act also set up the Nigerian Investment Promotion Commission, which is charged with responsibility for promoting investment in Nigeria as well as registering all business with foreign investment in Nigeria. The commission also plays a part in facilitating the procurement of all basic regulatory approval for new foreign investors in Nigeria.
The Femmp Act
The FEMMP Act abolished the regime of exchange controls, especially for capital importation and repatriation. Under the new Act, foreign investors can now bring in investment capital by wire transfer through their banks, which will issue the necessary certificate of capital importation, without seeking any approval from the Government. Foreign investors may also repatriate dividends/profit arising from their investment in Nigeria.
The Act also permits the repatriation of capital in the event of equity transfer or business liquidation. What is necessary in the event of profit or capital repatriation is proof of capital importation upon the evidence of a duly issued certificate of capital importation.
The FEMMP Act does not, however, authorise unrestrained trading in foreign exchange by unauthorised persons. Thus only authorised dealers (banker and registered bureaux de change) can trade in foreign exchange.
Foreign investors may also contribute equity in Nigeria companies through the provision of physical assets such as machines and equipments. Such investor is also entitled to a certificate of capital importation reflecting the value of the physical assets.
Companies And Allied Matters (CAMA) Act
The CAMA regulates the establishment and internal corporate governance of companies in Nigeria. The CAMA prohibits the establishment of foreign companies in Nigeria through the branch system. Thus any foreign company, which wishes to do business in Nigeria, must register a local subsidiary in Nigeria, either as a limited liability company or an unincorporated enterprise. The process of registration is simple and can be accomplished within a very short period. A business consultant or a lawyer could be of assistance.
THE Immigration Act
The Immigration Act, which generally regulates the entry and stay of foreigners in Nigeria, also regulates the right of foreigners to set up business in Nigeria. The regulation is at two levels; namely at the level of the enterprise/company and at the level of the employees.
At the enterprise level, the foreign company is required to obtain a Business Permit (BP) from the Federal Ministry of Internal Affairs. However, the Nigerian Investment Promotion Commission facilitates this process. It is however, possible to register a company with foreign participation at the Corporate Affairs Commission without first obtaining the business permit. The process of obtaining the BP is simple and straightforward.
The Federal Ministry of Internal Affairs also grants expatriate quota approvals to companies in Nigeria, which wish to employ expatriate staff. The quota approval usually specifies the number of expatriate staff, which the company may employ and the designation of such staff. At the employee level, an expatriate employee requires:
(1) a visa to enter into Nigeria
(2) a work permit to take up employment in Nigeria, which is renewable upon expiration (a temporary work permit can be issued to the expatriate staff for the first three months of his employment) except the Permanent Until Reviewed (PUR) permit usually given to expatriate managing director; and a residence permit to reside in Nigeria.
Special Approvals
Apart from the above laws, there are also other industry specific laws and regulations, which impose special licence and operational requirements on both foreign and local investors. These include laws that regulate entry and operations in the oil and gas sector, mining sector, Telecommunications sector, banking sector, insurance sector, etc.
Business Start-Up Procedures
The following procedures are applicable where a foreign investor wishes to set up a new business in Nigeria after preliminary visits to Nigeria:
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On the other hand, where a foreign investor wishes to buy into an existing business, which is not quoted on the stock exchange, the procedure involves:
(i) Acquisition of share in the existing company.
(ii) Notification to the Security and Exchange Commission (SEC) of the acquisition of shares; and
(iii) Issue of share certificate to the new shareholders.
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