The Corporate Affairs Commission (CAC) has issued a six-week notice to unregistered businesses to register with the Commission or face jail term prosecution.
This was disclosed in a statement issued by the CAC on Tuesday, titled: “PUBLIC NOTICE: CARRYING ON BUSINESS IN NIGERIA UNDER AN UNREGISTERED NAME OR ACRONYM.”
The development comes amid the collapse of the fraudulent cryptocurrency investment scheme known as “CBEX,” which defrauded Nigerians of approximately N1.3 trillion.
The Economic and Financial Crimes Commission (EFCC) had emphasized that although ST Technologies International Limited—promoter of CBEX—was registered with the CAC, it was not licensed by the Securities and Exchange Commission (SEC) to operate as an investment platform.
CAC issues warning
• In the statement, the CAC informed the general public that it is a criminal offence under Section 863 of the Companies and Allied Matters Act, 2020, to carry on business in Nigeria as a company, limited liability partnership, limited partnership, or under a business name without registration. It is also an offence to operate under a name (or acronym) other than the one registered under the Act.
• The public was further advised that Section 729 of the Act requires every registered company to display its registered name and registration number at every business location.
“In addition, the company is required to state its registered name and registration number on all its official publications, including letterheads, signage, marketing, and publicity materials,” the statement added.
• The CAC emphasized that non-compliance with business registration requirements may result in prosecution and a conviction that carries a penalty of up to two years’ imprisonment.
The statement continued: “In particular, the general public should note the provisions of Section 862 (1) of the Act, which state that any person who, in any document required under the Act (including the aforementioned official publications of a company), knowingly makes a false statement in any material respect commits an offence and is liable on conviction to imprisonment for a term of two years, in addition to a daily fine imposed on the company for every day the offence continues.”
• In light of the above, the CAC stresses that all companies, limited liability partnerships, limited partnerships, and business name proprietors must comply with the provisions of the Act within six (6) weeks of this notice.
Failure to comply will result in enforcement actions, including prosecution, the CAC stressed.
Stakeholders are advised to visit the CAC website: http://www.cac.gov.ng for updates.
Backstory
Following the collapse of the CBEX scheme, the EFCC clarified that possession of a Special Control Unit Against Money Laundering (SCUML) certificate does not equate to legal authorization to operate in Nigeria.
In a statement released on Monday, the EFCC noted that although ST Technologies (not CBEX) is registered with SCUML in accordance with Section 17 of the Money Laundering (Prevention and Prohibition) Act, 2022, this does not authorize it to offer investment services.
The House of Representatives had warned public figures, celebrities, and influencers against promoting unregistered investment platforms in the wake of CBEX’s collapse.
