Whether you are registering a Business Name, Limited Liability Company, or Incorporated Trustee (NGO) in Nigeria, two documents play a foundational role in your legal setup: the Model Constitution and the Memorandum & Articles of Association (MOA/AOA). These documents define your organisation’s identity, governance structure, objectives, and compliance obligations under the Corporate Affairs Commission (CAC).

This article explains what they are, why they matter, and how we help you prepare clean and CAC-compliant versions tailored to your organisation.

What Is a Model Constitution? (For NGOs, Churches, Associations & Foundations)

A Model Constitution is a legal document required for the registration of Incorporated Trustees, including:

• NGOs & Foundations

• Churches & Ministries

• Associations & Clubs

• Community-Based Organisations (CBOs)

It outlines how your organisation will operate and is a mandatory requirement under CAMA 2020.

Key Components of a Model Constitution

A complete constitution includes:

• Name & registered office

• Aims & objectives

• Appointment and functions of trustees

• Governance structure and decision-making processes

• Membership structure (if applicable)

• Meetings (AGM, governing body, committees)

• Financial management & signatories

• Amendments

• Dissolution clause

Without a properly drafted constitution, CAC will not approve your NGO registration or post-registration changes.

What Is a Memorandum & Articles of Association (MOA/AOA)?

For Limited Liability Companies (LTD), the MOA and Articles of Association act as the legal backbone of your business.

These documents define:

• Your business objectives

• Shareholding structure

• Powers and responsibilities of directors

• Rights of shareholders

• Rules for meetings, voting, and decision-making

• Processes for appointing directors and secretaries

• Regulations guiding the company’s internal operations

The MOA/AOA is required for:

• New company registration

• Name change

• Changes to business objects

• Increase in share capital

• Changes to shareholding structure

A poorly written MOA can limit your business activities or cause CAC registration delays.

Why These Documents Matter

1. Legal Compliance

They ensure your organisation meets CAC and CAMA 2020 requirements from day one.

2. Proper Governance Structure

A well-drafted constitution or MOA protects your organisation from internal disputes and operational confusion.

3. Required for Banking & Regulatory Approvals

Banks and regulatory agencies often request these documents before approving:

• Bank accounts

• Grants or partnerships

• Compliance certifications

4. Clear Operational Guidelines

They serve as a reference document for how your organisation should be managed.

Our Professional Support Services

We provide fully tailored legal documents that meet CAC standards for fast, stress-free registration.

1. Drafting of Model Constitution for NGOs

We prepare constitutions with:

• Correct governance structure

• Legal clauses compliant with CAMA

• Trustee appointment rules

• AGM procedures

• Financial & audit provisions

2. Drafting of MOA & Articles for Companies

We create professional MOA/AOA for:

• General Trading Companies

• ICT/Software Companies

• Real Estate & Construction Firms

• Logistics & Transport Services

• Consulting & Professional Services

• Manufacturing & Production Companies

3. Editing and Upgrading Old Documents

If your document is outdated or rejected by CAC, we revise and correct it to meet current standards.

4. Assistance With CAC Filings

We help you upload and process all documents required for:

• New registration

• Name change

• Change of trustees or directors

• Amendment of business objects

• Reissuance of certificates

What You Receive from Us

• Legally compliant constitution or MOA/AOA

• Editable Word/PDF versions

• Guidance on CAC submission

• Support with corresponding resolutions and minutes

• Fast turnaround time

Everything is prepared with clarity, accuracy, and proper legal structure.