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The Articles of Association and Memorandum of Association are essential documents required when incorporating a company in Nigeria. These documents must be prepared in accordance with the Companies and Allied Matters Act (CAMA) 2020 and submitted to the Corporate Affairs Commission (CAC) for registration. They serve as the company's constitution, establishing its legal existence, defining its relationship with the outside world, and setting out the rules for internal management. The Memorandum defines the company's scope of operations and limitations, while the Articles provide the framework for corporate governance, including shareholders' rights, directors' duties, and meeting procedures. These documents are crucial for both private and public companies and form the foundation for all corporate actions and decisions.

1. Memorandum of Association: Contains the fundamental information about the company including name, registered office, objects, liability, and share capital

2. Company Name and Type: States the company name and whether it is private or public limited by shares

3. Registered Office: Specifies the registered office location within Nigeria

4. Objects of the Company: Details the business purposes and activities the company is authorized to undertake

5. Liability Statement: Declaration of limited liability of members

6. Share Capital: Details of authorized share capital and initial shareholding structure

7. Articles of Association: Contains the rules for company's internal management

8. Share Rights and Restrictions: Details different classes of shares and associated rights

9. Share Transfers: Procedures and restrictions for transferring shares

10. General Meetings: Rules for conducting shareholders' meetings

11. Directors: Appointment, removal, powers, and duties of directors

12. Board Meetings: Procedures for board meetings and decision-making

13. Company Secretary: Appointment and duties of the company secretary

14. Dividends and Reserves: Rules for dividend declaration and maintenance of reserves

15. Accounts and Audit: Requirements for financial records and auditing

16. Notices: Methods and requirements for giving notices to members

17. Winding Up: Procedures for company dissolution