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Memorandum Of Association Of Trading Company

Memorandum Of Association Of Trading Company Template for Nigeria

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Memorandum Of Association Of Trading Company

"I need a Memorandum of Association of Trading Company for a Nigerian wholesale distribution business to be incorporated in March 2025, with three local shareholders and a simple share structure for trading household goods in Lagos State."

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Document background
The Memorandum of Association of Trading Company is a mandatory legal document required for incorporating a company in Nigeria under the Companies and Allied Matters Act (CAMA) 2020. It must be prepared and filed with the Corporate Affairs Commission (CAC) as part of the company registration process. This document outlines crucial information about the company, including its name, registered office location, business objectives, liability status, and share capital structure. It serves as the foundation for the company's legal existence and defines the scope of its trading activities. The memorandum is particularly important as it informs stakeholders, including potential investors, creditors, and regulatory authorities, about the fundamental aspects of the company's structure and operations within the Nigerian business landscape. Without this document, a company cannot be legally incorporated or conduct business operations in Nigeria.
Suggested Sections

1. Company Name and Type: States the company's name and specifies that it is a private company limited by shares

2. Registered Office: Declares that the registered office of the company will be situated in Nigeria

3. Objects of the Company: Details the business activities and purposes for which the company is established

4. Liability Clause: States that the liability of members is limited by shares

5. Share Capital: Specifies the authorized share capital, types of shares, and nominal value

6. Subscriber Information: Details of the initial subscribers, including names, addresses, and number of shares taken

Optional Sections

1. Additional Business Objects: Expanded list of business activities beyond the main objects, used when the company plans to engage in multiple types of trading activities

2. Share Class Rights: Detailed provisions about different classes of shares and their associated rights, used when the company will have multiple share classes

3. Foreign Participation Clause: Special provisions regarding foreign ownership and participation, required when foreign investors are involved

4. Restricted Activities: Specific limitations on company activities, used when certain business activities are to be explicitly excluded

Suggested Schedules

1. Schedule 1: Share Capital Structure: Detailed breakdown of the company's share capital structure, including share classes and rights

2. Schedule 2: Initial Shareholders: Complete list of initial shareholders with their shareholding details and contact information

3. Schedule 3: Form of Share Certificate: Template for the company's share certificates

4. Appendix A: Subscriber Declaration: Signed declarations from all initial subscribers confirming their participation and share subscription

Authors

Alex Denne

Head of Growth (Open Source Law) @ ¶¶Òõ¶ÌÊÓƵ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

alex.den.21@genieai.co
Relevant legal definitions

























Clauses




















Relevant Industries

Retail

Wholesale

Import/Export

Manufacturing

Distribution

E-commerce

General Trading

Commodities Trading

Consumer Goods

Industrial Products

Agricultural Products

Technology Products

Fashion and Textiles

Food and Beverages

Construction Materials

Relevant Teams

Legal

Corporate Secretariat

Compliance

Corporate Governance

Executive Leadership

Finance

Administrative

Regulatory Affairs

Business Development

Risk Management

Relevant Roles

Company Secretary

Legal Counsel

Corporate Lawyer

Compliance Officer

Business Development Manager

Managing Director

Chief Executive Officer

Chief Financial Officer

Company Director

Corporate Governance Officer

Legal Administrator

Regulatory Affairs Manager

Investment Manager

Board Secretary

Commercial Director

Industries






Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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