Non-profit organizations, also known as Non-Governmental Organizations (NGOs), play a crucial role in Nigeria by promoting charitable, educational, religious, or social causes. These organizations operate with the primary aim of benefiting society rather than making a profit. In Nigeria, non-profit organizations can be registered as “Incorporated Trustees” under Part F, Section 823 of the Companies and Allied Matters Act, 2020 (CAMA). This article provides an overview of how to register a non-profit organization in Nigeria, emphasizing the benefits and requirements of registration.
Benefits of Registering A Non-Profit
- Corporate Legal Personality: Registering a non-profit organization as an incorporated trustee grants it legal personality. This means that the organization can sue and be sued independently, and its members are not personally liable for the organization’s obligations or legal actions.
- Contractual Abilities and Property Ownership: Registered non-profit organizations can enter into contracts and own properties in their own name. This allows them to engage in various activities, such as leasing or purchasing premises for their operations.
- Access to Funding: Registered non-profit organizations can apply for government grants and international funding schemes to support their initiatives and causes. This provides them with additional financial resources to further their mission and make a greater impact.
- Tax Exemption: Registering as a non-profit organization in Nigeria may make the organization eligible for tax exemptions. This includes exemptions from income tax and value-added tax (VAT). Such tax benefits enable non-profit organizations to allocate their resources more effectively towards their goals and programs.
Types of Non-Profits
Non-profit organizations in Nigeria encompass various types, including:
- Religious Organizations: These include all faith based organizations i.e Churches, Islamic Organizations, Traditional Religious Organizations etc
- Residential Associations: Associations formed by residents of a particular area or housing estate with the aim of addressing common issues and enhancing the welfare of the community.
- Alumni Associations: These organizations bring together former students of educational institutions to foster networking, support educational development, and promote social engagement.
- Social Advocacy Groups: NGOs formed to address specific social issues, such as youth empowerment, human rights, healthcare access, and more.
Requirements For Registering A Non-Profit
To register a non-profit organization as an incorporated trustee in Nigeria, the following requirements must be fulfilled:
- Name of the Organization: The proposed trustees must decide on the organization’s name. It is advisable to choose a name that reflects the organization’s purpose and is not similar to existing registered names. Three proposed names should be submitted for consent, and the availability of the names will be verified.
- Constitution of the Organization: A comprehensive constitution is necessary to govern the organization’s operations. The constitution should include the aims and objectives, the minimum and maximum number of trustees, the governing body structure, guidelines for fund management and accounting, and procedures for appointing or removing trustees.
- Trustees’ Information: A minimum of two trustees must be appointed. The trustees should determine who will serve as the chairman and secretary. It is important to ensure that the trustees meet the qualification criteria, which includes being of legal age, mentally sound, not bankrupt, and having no convictions related to fraud or dishonesty. Foreigners can serve as trustees after obtaining the Combined Expatriate Residence Permit and Aliens Card (CERPAC).
- Newspaper Publication: The organization must publish a notice of its intended registration in two national daily newspapers. The publication should include the organization’s name, full names of proposed trustees, aims and objectives, and an invitation for the public to raise objections within a 28-day period.
- Minutes of Meeting: The organization must provide an extract of the minutes of the meeting where the trustees were appointed, including details of attendees and voting patterns. The minutes should also contain a resolution adopting a special clause in the organization’s constitution, which stipulates the distribution of assets to a similar organization with similar aims and objectives in the event of dissolution.
- Application Letter: An application letter addressed to the Registrar General, signed by the Chairman and Secretary of the organization, should be submitted.
- Trustees Declaration Form: The trustees need to depose to a declaration form, which can be done either at a high court or with a notary public. The form should include passport photographs and signatures of the trustees, and it must be uploaded and accepted as part of the registration process.
- Payment of Filing Fee: A filing fee must be paid as specified by the Corporate Affairs Commission (CAC) for the registration process.
Registering a non-profit organization in Nigeria as an incorporated trustee is crucial for enjoying various benefits such as legal recognition, access to funding, and tax exemptions. By following the registration process and meeting the necessary requirements, non-profit organizations can operate effectively, gain legitimacy, and contribute significantly to Nigerian communities. It is advisable to seek professional guidance when needed to ensure compliance with regulations and maximize the impact of the organization’s efforts.
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