The sections, word for word
Every section on this subject, exactly as printed in the Official Gazette (Act No. 3 of 2020). The explanation follows beneath.
Section 31. Reservation of name
(1) The Commission may, upon receipt of an application delivered to it in hard copy or through electronic communication and on payment of the prescribed fees, reserve a name pending registration of a company or change of name by a company upon confirmation of the availability of such name.
(2) The reservation mentioned in subsection (1) shall be determined upon receipt of the application under subsection (1), and shall be valid for such period as the Commission may deem fit not exceeding 60 days, and during the period of reservation no other company shall be registered under the reserved name or under any name which, in the opinion of the Commission nearly resembles the reserved name.
(3) Notwithstanding the provisions of subsections (1) and (2), the Commission may at any time before a certificate of incorporation is issued, withdraw or cancel a reserved name if it discovers that such name is identical with that by which a company in existence is already registered, or so nearly resembles it as to be likely to deceive.
(4) If any name becomes available in the event of a change of name or otherwise, the Commission shall have the power to approve the name for use by another company after 60 days from the date of approval of such change of name.
(5) The Commission may withdraw or cancel approval for reservation of name where it is discovered that the approval was fraudulently, unlawfully or improperly procured.
What this means
Short answer
Apply to the Corporate Affairs Commission, on paper or electronically, and pay the prescribed fee. The Commission reserves the name if it is available, for a period it decides that cannot exceed 60 days. During that time no other company can be registered under the same or a nearly similar name (section 31).
What section 31 says
Section 31(1) lets the Commission, on receiving an application in hard copy or by electronic communication and on payment of the prescribed fees, reserve a name pending registration of a company, or a change of name by an existing company, once it has confirmed the name is available. The reservation lasts for the period the Commission thinks fit, never more than 60 days, and during that period no other company may be registered under the reserved name or one that in the Commission’s opinion nearly resembles it (section 31(2)).
The steps
- Choose a name that ends with the right words for your company type (section 29). See company names and name changes.
- Check the name is not identical to, or so close to, an existing company’s name that it is likely to deceive (sections 30 and 31(3)). The Commission also refuses registration if a name conflicts, or is likely to conflict, with an existing company, trade mark or business name registered in Nigeria (section 41(1)(e)).
- Apply to the Commission and pay the prescribed fee: [current fee and portal link, to be confirmed with the Commission].
- Register the company before the reservation ends. The protection against another company taking the same or a similar name lasts only for the reservation period.
When a reservation can be cancelled
Even during the reservation, the Commission can withdraw or cancel a reserved name before the certificate of incorporation is issued if it finds the name is identical to an existing company’s name or so close that it is likely to deceive (section 31(3)). It can also withdraw or cancel approval if the reservation was obtained fraudulently, unlawfully or improperly (section 31(5)).
If a name becomes available because of a change of name or otherwise, the Commission can approve it for another company after 60 days from the date it approved the change (section 31(4)).
Prohibited and restricted names
Part G of the Act deals with prohibited and restricted names (section 852), permitted characters (section 854), and objections to a registered name (section 857). Read those sections if your name uses unusual words or characters.
Questions and answers
How long can a company name be reserved?
For the period the Commission decides, not more than 60 days (section 31(2)).
Can a reserved name be cancelled?
Yes. The Commission can withdraw or cancel it before the certificate of incorporation is issued if it is identical to, or likely to deceive with, an existing company name, or if approval was obtained fraudulently, unlawfully or improperly (section 31(3) and (5)).
Can I reserve a name for an existing company changing its name?
Yes. Section 31(1) covers reserving a name pending a change of name by a company.
How do I apply?
In hard copy or by electronic communication, with the prescribed fee (section 31(1)). Confirm the current fee and portal with the Commission.
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