Corporate Immigration in Nigeria

What is a Business Permit?
The Companies and Allied Matters Act provides that foreign companies with intention to carry on business in Nigeria must be incorporated or registered with the Corporate Affairs Commission in Nigeria. Until this is done, the company cannot carry out business in Nigeria.
It should be noted that companies with foreign participation intending to do business in Nigeria or potential investors in Nigeria are required to seek and obtain the consent of the Ministry of Interior Affairs. This consent takes the form of a Business Permit. The Business Permit allows the company to carry out business in Nigeria permanently with imported funds.
What documents are required for a Business Permit?
A company applying for a business permit must make a formal application to the executive secretary of the Nigerian Investment Promotion Commission (NIPC). The following documents must accompany the application:
a. Duly completed NIPC form;
b. A copy of the companys certificate of Incorporation;
c. A copy of Form CAC 2( statement of share capital) ;
d. A copy of Form CAC7(List of Directors)
e. A copy of the companys Memorandum and Article of Association;
f. Certificate of capital importation;
g. Tax clearance certificate;
h. Evidence of acquisition of business premises;
i. Feasibility Report;
j. Technical Services Agreement r Joint Services Agreement;
Can a Business permit be amended?
A company that has obtained a Business permit may apply for amendment of the Business permit by making an application to the NIPC. The following documents would accompany the application:
a. A certified copy of the companys board resolution showing the changes in either the composition of the Board of Directors, location of business or the line of business activities;
b. Extract of Minutes of board of Directors meeting showing decision taken and attendance;
c. Evidence of resignation / appointment of Directors where applicable; and
d. Company current Tax clearance certificate
What is an Expatriate Quota?
An Expatriate Quota is a Permit issued by the Ministry of Interior Affairs, which authorizes a Nigerian company to employ non-Nigerian workers. The Expatriate Quota permits the company to employ expatriates to specifically approved job designations, and also specifying the duration of such employment as permitted.
The Expatriate Quota is granted for a period ranging between 2 3 years at the discretion of the Ministry and is subject to renewal. Please note that the quota is issued to the company and not the expatriate, as such when the expatriate leaves the company, the position reverts to the company and the company may place another expatriate on the same position for as long as the quota position remains valid.
There are two kinds of Expatriate Quota:
a. Permanent Until Reviewed (PUR) Quota
This Expatriate Quota is meant for positions that would be occupied on a permanent basis. This includes positions of the chairman of the companys board of Directors or the managing Directors. The essence of granting the PUR is to ensure that the foreign company is able to protect its investment. Once a PUR is granted, a certificate is issued stating the position that the PUR covers.
The company making an application for PUR would need to submit the following documents:
i. monthly returns for expatriate quota;
ii. detailed audited account;
iii. certificate of Incorporation;
iv. company organisation structure;
v. Individual income tax clearance of the expatriates; and
vi. Corporate tax clearance
b. Temporary
This Expatriate Quota is usually for positions that would be occupied on a temporary basis. These positions are specifically stated on the permit and the expatriate employees qualification must be in par with the designation.
It should be noted that applications for the Business permit and Expatriate Quota are made simultaneously.
What documents are required to apply for an Expatriate Quota?
In addition to the requirements for obtaining a business permit, the company requesting for an Expatriate Quota must make an application to the Ministry of Internal Affairs. The following documents must accompany the application:
a. List of positions to be occupied by the expatriates including proposed annual salaries, job description and qualifications;
b. Evidence that Personnel required are not likely to be available in Nigeria;
c. License/Permits from relevant Government Body for operation of the project;
d. Evidence of work at hand, duration of such work and value attached to contract(s) if company is engaged in building, civil engineering, construction, etc;
Can an Expatriate Quota be renewed?
A company that has been issued an expatriate quota may apply for a renewal of the Expatriate quota at the expiration of the expatriate quota. The renewal of the expatriate quota is subject to the discretion of the Ministry and based on the company submitting the following documents:
a. A completed Immigration Form;
b. Expatriate Quota returns for the three months preceding the date of the application for renewal;
c. Copy of corporate tax clearance certificate;
d. Copy of current tax clearance certificate of the expatriates;
e. Detailed training program for Nigerians;
f. List of Nigerians understudying expatriate showing date employed and qualifications;
g. List of Nigerian senior/ management staff showing name designations, qualifications and salaries per year; and
h. Current audited accounts.
Can a company request for additional Expatriate Quota?
A company that has been issued an expatriate quota and requires additional expatriates to handle an ongoing project or fill additional positions may apply for additional expatriates. The company must be able to show that it has fully utilized its expatriates quota.
The grant of additional expatriate quota is subject to the discretion of the Ministry and based on the company submitting following documents:
a. Evidence of acquired machinery or expansion of the company if the company is engaged in manufacturing
b. Evidence of a new contract or a contract extension if the company is engaged in construction/engineering
What is re-designation of Quota?
This occurs when a company is having difficulty filling a quota position or the company intends to promote an expatriate to another quota position, the company needs to apply for re-designation of the quota. For re-designation, the company would need to make an application to the Ministry of internal Affairs for the re-designation.
What is restoration of Quota?
A company that fails to fully utilize its expatriate quota positions may apply for a restoration of its expatriate quota. The company however needs to show reasons why it has failed to utilize the quota. The company would need to show evidence of reactivation and revitalizing the company.
What is a STR VISA (Subject to Regularization)?
This is the type of visa required by foreigners seeking to take up employment in Nigeria. The Act provides that:
"No person, not being a citizen of Nigeria, may take up employment in Nigeria other than employment with the federal or state government without the consent of the Comptroller - General of Immigration".
The Act further provides that an application must be made to the Comptroller - General by the prospective employer, in writing, confirming that he/she has a vacancy on the expatriate quota and at the same time stating the position in which prospective employee is to be employed and confirming acceptance of immigration responsibility.
The employer company applies to the Nigerian embassy or consular office in the country where such intending employee/applicant resides, requesting that he be granted STR visa.
The STR visa is issued at Nigerian mission without reference to the Comptroller - General of Immigration provided that the applicant presents specified documents. STR visa is granted for 90 days during which an application must be made to the Comptroller - General of Immigration, to regularise the stay of the prospective employee.
What are the documents required to apply for a STR Visa?
The company applying for a STR visa on behalf of the employee must supply following documents to the Nigerian Consul or embassy where the employee resides:
a. Employees International Passport with at least 6 months validity,
b. 4 passport sized photographs,
c. 4 copies of STR Visa statutory form IMM/22,
d. Letter applying for an STR visa from the company,
e. Copy of certificate of Incorporation of the company,
f. Copy of the certified copy of the Expatriate Quota,
g. 4 copies of the employees letter of employment,
h. 4 copies of the letter of acceptance of employment by employee,
i. Resume of employee,
j. Notarized and certified university/professional qualification,
k. Valid international Health Certificate against yellow fever,
l. Valid flight booking,
m. Appropriate visa fee paid
Upon issuance of an STR visa by the Nigerian Embassy and subsequent entry of the Expatriate(s) into Nigeria, the individual(s) shall be required to regularize their stay in the country.
What documents are required for Dependants application?
A company that intends to apply for a STR visa on behalf of an employee with dependants must also include an application for the dependants in the event the employee intends to relocate with the dependants to Nigeria.
The following documents must accompany the documents listed above:
a. Marriage certificate,
b. Birth certificate,
c. Letter from company stating that the dependants would accompany the employee,
d. Letter from the expatriate employee requesting for the dependant to accompany the employee to Nigeria and accepting the dependants immigration responsibility,
e. Valid international Health Certificate against yellow fever for the Dependants,
f. Valid flight booking for the Dependants,
g. Appropriate visa fee paid
How is an application for regularisation of stay made?
Once the employee arrives in Nigeria with the STR visa, it would be necessary to apply to the Nigerian Immigration Service for the issuance of a Combined Expatriate Residence Permit and Alien Card (CERPAC).
What is CERPAC?
CERPAC is an acronym for Combined Expatriate Residence Permit and Alien Card. This is a green card that allows the expatriate employee to live and work in Nigeria for 24 (Twenty) months.
In addition to the green card, non-commonwealth indigenes are issued with an ALIEN (Brown) CARD. The alien card is processed after the green card has been issued and physical presence of the expatriate is required for purposes of interview and thumb print.
How many types of CERPAC forms exist?
There are three types of CERPAC forms that are issued by the immigration service. The forms include:
a. CR (concessionary) forms are forms that are issued to expatriates that are missionaries, students and non ECOWAS African nationals.
b. AO forms are for expatriate nationals,
c. AR forms are for exempted persons.
What are the documents required to apply for CERPAC (Employee)?
The company seeking to regularize the expatriate employees stay in Nigeria would need to make an application to the Comptroller General requesting for the regularization. The application would also be accompanied with:
a. Employees International passport with Subject to Regularization (STR) visa,
b. A duly filled CERPAC statutory form,
c. STR package containing STR documentation received from Nigerian Embassy/Consul.
Once the CERPAC application is approved the Immigration Service issues to the expatriate a green coloured non-transferable card, generally referred to as CERPAC.
What is a Temporary Work Permit (T.W.P)?
Companies wishing to engage the services of expatriates for short period assignments and require the expatriates to reside in Nigeria during the assignment are required to apply to the Comptroller - General for visa/entry permits for such expatriates.
The application is submitted at the Nigerian consul or embassy where the expatriate resides and must be referred to the Comptroller - General of Immigration for approval. The temporary assignments which are eligible for such approval include:
Erection/installation work;
Feasibility studies;
Repairs of machinery/equipment;
Auditing and accounts;
Research work and such other assignments as may fall into this category.
What are the documents required for the Temporary Work Permit?
The company would make an application for a TWP visa to the Consul/ embassy where the expatriate resides. The approval of the Comptroller General would be sought and if granted a cablegram is sent to the Consul/ embassy from where it would be issued. The application would be accompanied with:
a. Expatriates International passport with at least 6 months validity,
b. Confirmed airline ticket,
c. Copy of expatriate resume,
d. Cablegram from Comptroller General,
e. Appropriate visa fees paid.
ABOUT THE AUTHOR: Adekunle Obebe, Oluseun Sodunke
Kunle Obebe is the managing Partner at Bloomfield-Advocates & Solicitors, an energy and commercial law firm with offices in Lagos, Nigeria. Kunle is the head of the corporate commercial practice group of the firm. Kunle was nominated in Who's who legal in Nigeria 2009 for his expertise in corporate Immigration.
Ms. Oluseun Sodunke is a partner and head of the Immigration and Regulatory Compliance Group.