ICANBusiness LawCompany Law under CAMA 2020: Incorporation2025

Messrs. Ade, Babatunde, and Chidi intend to incorporate Apex Logistics Limited, a private limited liability company, under the Companies and Allied Matters Act (CAMA) 2020. In advising the promoters on the statutory requirements for the memorandum of association, which of the following statements correctly reflects the legal requirement regarding share capital under the Act?

AThe company must state an authorized share capital of not less than ₦10,000 in its memorandum of association.
BThe company must state a minimum issued share capital of not less than ₦100,000, which must be taken up by the subscribers.CORRECT
CThe company must have an authorized share capital of not less than ₦100,000, of which at least 25% must be paid up upon incorporation.
DThe company must have a minimum issued share capital of ₦500,000, fully paid up before the Certificate of Incorporation is issued.
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Why the answer is B, and why the others tempt you.
Under Section 27(2)(a) of CAMA 2020, the concept of 'authorized share capital' was replaced with 'minimum issued share capital'. For a private company, the memorandum must state a minimum issued share capital of not less than ₦100,000 (and ₦2,000,000 for a public company), which must be fully taken up by the subscribers to the memorandum.
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