Loading content
Business & Corporate
CAMA 2020 is the framework for business names, private and public companies, limited partnerships and incorporated trustees — and for the filings that keep a registered entity in good standing.
Companies and Allied Matters Act 2020
Our explanation, written for a general reader. It is not the text of the law.
CAMA 2020 replaced the previous companies legislation and modernised several things founders feel immediately: a private company may be formed with a single member, small companies are relieved of some obligations that once applied to everyone, and electronic filing and meetings are recognised.
Choosing a structure is a legal decision with commercial consequences. A business name is simple to register but is not a separate legal person; a limited company is separate from its owners, which is what makes limited liability meaningful. That separation is also what imposes duties on directors.
Registration is the beginning, not the end. Annual returns, register maintenance, filings on changes of directors or address, and — since the Act's beneficial ownership provisions — disclosure of persons with significant control are continuing obligations of the entity.
Where the official text lives, beside what it means in ordinary language.
Official text
The Corporate Affairs Commission
Companies and Allied Matters Act 2020 — establishment and functions of the Commission
Plain language — our explanation
The Act continues the Commission as the body that registers and regulates companies, business names and incorporated trustees.
Official text
One-member private company
Companies and Allied Matters Act 2020 — formation of a private company
Plain language — our explanation
A private company may be formed by a single person, which removed the old need to find a second name for a solo business.
Official text
Beneficial ownership
Companies and Allied Matters Act 2020 — persons with significant control
Plain language — our explanation
Companies are required to disclose the people who ultimately own or control them, and to keep that information current.
Official text
Annual returns
Companies and Allied Matters Act 2020 — annual returns
Plain language — our explanation
A registered entity files annual returns. Persistent failure to file is what leads to a company being treated as inactive.
In real life
Two founders trade for a year under a business name and then take on an investor.
The investment usually forces the structure question, because a business name has no shares to issue and no separate legal personality.
In real life
A company has not filed returns for several years and now needs a bank facility.
Standing at the Commission becomes a live commercial problem well before anyone sues about it.
What you should do
What you should not do
“A registered business name gives limited liability.”
A business name is a registration, not a separate legal person. The owner remains personally exposed.
“A company only needs to deal with the Commission once.”
Filings continue for the life of the entity, and lapses are visible to banks, partners and counterparties.
What this instrument was, what changed, and what is in force now. Superseded versions are kept on the record rather than deleted.
What changed
The commonest mistake is reading the Act and assuming that is the whole obligation. The procedure lives in the regulations.
What changed
Anything written about Nigerian company law before 2020 has to be read with care — the governing Act changed completely.
What changed
When to speak to a lawyer