Corporate Licensing

CORPORATE/COMPANY LICENSING

Business License Registration:

It is mandatory for all organizations/firms (except advertisers) which engage in the business and practice of advertising for gains/profit to be licensed by APCON. The license shall be renewable every three years in accordance with the requirements of the Code.

APCON Proclamation on Registration and Licensing Regime in the Advertising Industry provides guidelines for corporate licensing of firm. The Proclamation states that practitioners shall have its area of specialization defined, which shall be the basis, and scope of license granted to such a firm. The firm that is to be licensed in a particular area of specialization/advertising business is expected to show that it has the requisite set of qualifications, skills and competence required in a given field.

Where a firm or company decides to operate outside its designated/licensed area of specialization, the concerned organization shall be required to properly set up a firm and register the new firm that is intended to offer the designated services. For purposes of illustration only, an advertiser which conducts or intends to conduct the business of advertising or media agency should comply with the requisite licensing requirements of firms licensed to operate in that specialized field of advertising business including properly establishing and registering a firm to engage in such distinct field of specialization or services. Such a firm must be approved and certified by APCON before it commences operations.

Guidelines for Licensing

Advertising Organisations shall be classified as follows:

· National

This shall apply to advertising organisations whose total equity participation by Nigerians is equal to or above 74.9% or aggregate foreign investment in equity is equal to or below 25.1%.

· Foreign

This shall apply to advertising organisations whose total equity participation by Nigerians is equal to or below 25.1% or aggregate foreign investment in equity is equal to or above 74.9%. Foreigners can invest and set up advertising business, which they can own 100% provided it is intended to practise advertising targeted at markets outside the shores of Nigeria.

For any organization to be licensed, the Chief Executive Officer must be a registered practitioner at the level of rpa. However, for local organizations, under special circumstances associate registration, arpa may be considered.

The same level of membership status applies to all heads of operational departments in the organization. However, for purposes of media organizations, the Chief Executive Officer does not of necessity need to be an advertising practitioner.

Facilities and staffing must be considered adequate for the level of licensing.

LICENSING WINDOWS

APCON operates two windows of corporate registration/licensing.

(a) WINDOW ONE

This window is open to advertising companies that belong to sectoral associations recognized by APCON. Member organizations of recognized sectoral groups shall be required to obtain a reference letter from the sectoral body recommending and confirming their suitability for the business license. The letter of reference shall detail particulars of compliance with requirements for practising in the field of interest.

Where an organization operates within another regulatory law of the Federal Republic of Nigeria administered by another government agency e.g. NBC, NCC, NFC, NPC, etc., such organization shall be required to obtain a formal letter from the government establishment that administers the Law and shall be qualified under Window one.

All organizations’ shall also pay the requisite licensing fee as stipulated in the schedule to this Proclamation.

(b) WINDOW TWO

This window is open to outfits or organizations that are not affiliated to any recognized sectoral group. Such an outfit or organization which prior to this proclamation conducts advertising business in the specialized area being regulated; shall provide the following:

1. Name and contact details of the applicant agency i.e. (this shall include but will not be limited to office address, telephone numbers, email address, website etc.).

2. Copy of Registration documentations for the special purpose vehicle floated for the purpose of the specialised advertising business as well as comprehensive particulars of Owners/Promoters/Directors’ details as the case may be.

(a) Copy of Certificate of Incorporation.

(b) Copy of Memorandum and Articles of Association.

(c) Evidence of share subscription and distribution.

(d) Copy of documents relating to particulars of directors in the case of a company.

3. Names and details of management staff - This shall include but will not be limited to:

(a) Names and qualifications of management staff, including evidence of APCON registration and certificate.

(b) Details and evidence of working experience of management staff.

4. Financial report - This shall include but will not be limited to the current Audited Report (where applicable).

5. Tax Clearance Certificate where applicable.

6. Letter of compliance from the Nigeria Pension Fund on compliance with relevant sections of the Pension Act (for a Company already in operation).

7. Employee Benefits Insurance: Evidence of employees’ retirement saving plan, group insurance plan, workers compensation from relevant organisation and government agencies.

8. Bankers’ Credit Guarantee: In addition an organisation with foreign equity participation will be required to produce a bankers’ credit guarantee from a Nigerian bank acceptable to APCON in the sum of N200 million for a National agency and N500 million for a Foreign agency.

9. Agency Business Insurance: National and Foreign categories applicants shall also be required to produce and submit an Agency Business Insurance to the tune of N200 million for a National agency and N500 million for Foreign agency from a Nigerian insurance company acceptable to APCON.

Scope of Practice

(a) In order to encourage development cohesion, accountability and mutual well-being of the profession, APCON encourages all competent individual practitioners to practice within a recognised firm in a recognised area of specialisation without prejudice to the freedom of individual and competent practitioners to practice in other areas of advertising. All firms that engage in the practice of advertising or advertising functions for the purpose of gains or benefits (except Advertisers) shall be licensed by APCON.

(b) Practitioners shall endeavor to pay their practice fee on or before March 31st of every year.

(c) Non-payment of practice fee is an offence and shall attract sanctions including delisting where appropriate (and other sanctions).

(d) A practitioner shall not engage in a designated area of specialisation except the firm of practice in which he/she is engaged is licensed to carry on business in such area(s).

Foreign Practitioners

Foreign practitioners shall be welcome to practice the profession in Nigeria; however such practitioners shall be certified and licensed by APCON. In addition to the requirement of the Membership Committee of APCON, such practitioners must show:

· Evidence of work permit obtained from the relevant agencies like the NIS, etc. relevant visa, etc.

· A letter of attestation from the organization intending to employ the expatriate on:

(a) The genuineness of the offer.

(b) The remuneration package and conditions as comparable to those offered to Nigerians of the same status and position.

(c) The foreign practitioner is filling a labour shortage.

(d) The employment of a foreigner will directly impact or create new job opportunities or help retain jobs for Nigerians.

(e) The employment of the foreign practitioner will assist in transferring new skills and knowledge to Nigerians.

(f) The hiring of a foreigner will not affect the employment of Nigerians negatively.

Administrative Requirement

(a) Office Location

The office location of an agency applying for Corporate License must be able to earn respect for the profession and be easily accessible.