Terms of Reference (ToR) for Legal / Business Consultancy Firms to Provide Support for Registration and Licensing of Hayok Finance Company at Hayok Medicare Limited

Applications are invited for:

Title: Terms of Reference (ToR) for Legal / Business Consultancy Firm to Provide Support for Registration and Licensing of Hayok Finance Company

Location: Nigeria

Background

• We are seeking to establish a finance company to provide innovative and tailored financial services for individuals and Micro, Small and Medium Enterprises (MSMEs) across the health, agriculture, industrial, and related sectors.
• To achieve this, we require the professional services of a qualified legal or business consultancy firm to manage and support the end-to-end process of registering, planning, and licensing the new finance company in accordance with Nigerian laws and regulations.

Objectives of the Assignment
The objective is to provide technical and advisory support to Hayok Medicare Limited for:

• Registering the finance company with the Corporate Affairs Commission (CAC).
• Conducting a comprehensive feasibility study and business plan.
• Guiding through engagement with the Central Bank of Nigeria (CBN) for licensing.
• Ensuring full regulatory compliance and operational readiness.

Scope of Work
The selected consultancy firm shall be responsible for the following tasks:
Corporate Registration and Structuring:

• Conduct name search and reserve the proposed name for the finance company.
• Register the finance company with CAC, including preparation and filing of relevant incorporation documents (Memorandum and Articles of Association, forms, etc.).
• Advise on appropriate share structure, governance structure, and statutory compliance.

Feasibility Study and Business Plan:

• Develop a detailed feasibility study including market analysis, competitive landscape, financial projections, and risk assessment.
• Prepare a comprehensive business plan aligned with CBN regulatory requirements.
• Develop a capital plan, highlighting funding sources and investment needs.

Regulatory Licensing and CBN Engagement:

• Provide a roadmap for obtaining a finance company license from the Central Bank of Nigeria.
• Facilitate official correspondences and submission of documents to CBN.
• Support the preparation of licensing requirements such as:
• Evidence of capital requirement (currently N100 million minimum).
• Profile of promoters, directors, and management.
• Corporate governance framework.
• Internal control systems and compliance plans.
• Represent Hayok in engagements or clarification meetings with CBN (if required).

Operational Setup Support:

• Advise on compliance with other relevant regulatory agencies (e.g., NDIC, FIRS).
• Provide guidance on drafting operational policies (credit, risk, compliance, AML/CFT, etc.).
• Support in opening of statutory bank accounts and documentation.
• Provide checklists and templates for standard operations.

Deliverables

• CAC registration certificate and incorporation documents.
• Feasibility study and business plan.
• CBN license application and all required documents.
• Advisory memos on regulatory compliance.
• Operational readiness checklist.

Duration:

• The assignment is expected to last for a period of 3 - 6 months, depending on regulatory timelines. Specific milestone deadlines will be agreed upon at contract signing.

Reporting and Coordination:

• The consultant firm will report to the Managing Director/CEO of Hayok Medicare Limited or their designated representative. Coordination meetings will be held weekly or as required.

Qualification of the Consultant

• Registered legal or business consultancy firm with a minimum of 5 years experience in company registration, regulatory compliance, and financial services setup in Nigeria.
• Demonstrated experience in handling finance company or MFB licensing with CBN is a key requirement
• Strong knowledge of the BOFIA Act, CBN guidelines, and Nigerian company law.
• Proven team of qualified professionals (lawyers, financial analysts, regulatory experts).

Application Closing Date
25th April 2025.

How to Apply
Interested and qualified candidates should submit their Application documents to: hr@hayokmedicare.ng using “Finance company license” as the subject of the mail.

Submission Requirements
Interested consultancy firms should submit:

• Company profile and CAC registration documents.
• Evidence of similar assignments completed.
• CVs of key personnel.
• Technical and financial proposal detailing methodology, timeline, and fees.