Step By Step Guide For Conversion Of A Company From Private Company To A Public Company – Lawrence Ezeali

  1. The board resolution proposing the conversion of the company from private to public.
  2. The board of directors authorizes the secretary to issue a notice of general meeting.
  3. The special resolution of the company is passed at the general meeting authorizing the re-registration and the consequential alterations to conform with its status.
  4. An application is made to the corporate Affairs Commission which should be signed by the director and the secretary. The application should be supported with these documents.
  • The copy of the special resolution passed at the general meeting.
  • A copy of the altered memorandum and article of Association.
  • A copy of a statement which should be certified on oath by the director and the secretary that the paid up capital at the time of application is not less than 25% of the authorized share capital.
  • Copy of the balance sheet at the date of the resolution or the preceding 6 months, whichever is less.
  • Statutory declaration by the director and secretary that the special resolution has been passed and that the company’s asset is not less than the aggregate of the paid up capital and undistributed reserve
  • Availability check and reservation of name form (since there would be an obvious consequential change in the name of the company)

The application for re-registration should be signed by a director and a secretary or two directors and accompanied with the requisite filling fee and evidence of annual return.

Where the company is to be quoted at the stock exchange, a copy of the prospectus or a statement in lieu of the prospectus delivered within the preceding 12 months is to be delivered to the Security and Exchange Commission for registration.

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Upon compliance with all these procedures, the Corporate Affairs Commission will issue a new certificate to reflect the new name. It is advised that you obtain a certified true copy of all the documents filled for record purposes.


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