Who are Initial subscribers?

Jan 20, 2023 2:21 pm

When you register a new business as a Ltd liability company, you are expected to start up with a minimum of two directors and shareholders.

 

These people are called the *Initial subscribers* of the shares of the company.

 

So if there is something called initial subscribers, then there must be something called subsequent subscribers of the shares of the company.

 

The initial subscribers of the company are those who actually agreed to be shareholders in the company by "paying" the monetary equivalent of the number of shares issued to them at the point of registering the company with the Corporate Affairs Commission.

 

While subsequent subscribers are the ones that agree to be shareholders in the company by paying the monetary value of the shares given to them after the incorporation of the company.

 

Notice that I put the word "paying" in inverted comma.

 

What that means is that you actually have to pay cash in exchange for the shares whether as an Initial subscriber or as a subsequent subscriber.

 

You know how you subscribe to DSTV or GOTV channels?


 No subscription no service.


It works the same way with a company.


If you subscribe to the shares of the company and they have been issued. You should pay up.

 

This is why you have issued capital and paid up capital as part of the authorized share capital of the company.

 

I see a lot of startups make the mistake of issuing units of shares to their supposed business partners who never get to make one single capital contribution even though they are still very much a part of the business.

I know a lot of startups are on this table.


Is it that you are just not aware that a share subscription should be paid for or you are too afraid to ask your shareholders to pay up the monetary value of the shares held by them because you don't want to spoil the long-standing relationship between you and them?


The fear part may be because you decided to use family members ( spouses, siblings, etc) as your directors and shareholders.


I can understand that it will be a rather awkward situation but listen, a company is not a charity organization.


It is a business organization and it is set up to make and maximize profits

Let me just tell you this fact for free.


If your shareholders do not actually pay up the monetary value of the shares held by them to the company within a given period of time


Then what you have successfully done is a Free Give Away.


Please note that besides money, the payment for the shares can be in kind such as when you possess a particular skill set that is needed by the company and they are willing to issue you some units of share in exchange for your service.


I hope you got value from this.


Let us know how we can help with the legal aspect of your business.




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