27 April

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Registration Requirements for LLC in Nigeria: CAMA 2020 Guide

in 300 Level, Class Notes, Company Law, Exam Preparation, Study Resources

You cannot simply decide one morning that your business is now a company. No matter how long you have been trading, no matter how large your operations, and no matter how many employees you have, a company comes into existence in Nigerian law only when the Corporate Affairs Commission issues a certificate of incorporation. Before that certificate can be issued, a specific set of conditions must be satisfied. These are the legal requirements for forming an LLC in Nigeria, and they are statutory: imposed by the Companies and Allied Matters Act 2020, and neither the Commission nor any applicant has...

27 April

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Types of Business Organisations in Nigeria: Sole Proprietorship, Partnership, and Companies

Posted by Kolawole Adebowale

in 300 Level, Class Notes, Company Law, Exam Preparation, Study Resources

Imagine two final-year students at the University of Ibadan who decide to start a small tech consultancy after graduation. They have the idea, the skills, and the drive. What they have not yet decided is what legal form their business should take. Should one of them register it as a sole proprietorship in her name alone? Should both of them enter a partnership? Or should they incorporate a company and enjoy limited liability from the outset? Each option carries different legal consequences for ownership, liability, taxation, and management. This is not merely a theoretical exercise. The choice of business form is...

27 April

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The Corporate Affairs Commission (CAC): Functions, Powers, and Legal Status

Posted by Kolawole Adebowale

in 300 Level, Class Notes, Company Law, Exam Preparation, Study Resources

Every business in Nigeria, whether a small sole proprietorship operating a provision store in Onitsha or a multinational company listed on the Nigerian Exchange Group, must pass through the same door before it can be said to exist in the eyes of the law. That door is the Corporate Affairs Commission. It is impossible to study Nigerian company law seriously without understanding what the CAC is, what it does, how it is constituted, and what powers it wields. This article addresses each of those questions in turn. The Establishment of the CAC Before 1990, the registration and administration of companies in Nigeria...

27 April

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The Development of Company Law in Nigeria: Ordinances, Acts, and the Road to CAMA

Posted by Kolawole Adebowale

in 300 Level, Class Notes, Company Law, Exam Preparation, Study Resources

Before tracing its development, it helps to be clear about what company law actually governs. At its core, company law is the body of rules that determines how groups of persons may organise themselves for business purposes, how such organisations acquire legal personality, how they are governed and managed, how their members' interests are protected, and how they come to an end.¹ In the Nigerian context, the subject is inseparable from the broader question of how the economy is organised. Every registered company, from a small private firm with two shareholders to a publicly listed conglomerate traded on the Nigerian Exchange...

26 April

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Corporate Personality in Nigerian Law: The Salomon Principle and the Veil of Incorporation

Posted by Kolawole Adebowale

in 300 Level, Class Notes, Company Law, Educational Articles

Every year in Nigeria, thousands of companies are incorporated through the Corporate Affairs Commission. The promoters sign the memorandum of association, pay the prescribed fees, and receive their certificate of incorporation. What many of them do not immediately grasp is that something remarkable has happened at the moment that certificate is issued: a new legal person has come into existence. Not a human person, but a person nonetheless, one capable of owning property, entering contracts, suing and being sued, and outliving every human being who created it. This is the doctrine of corporate personality, and it is the single most foundational...

26 April

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History of Company Law in Nigeria: From Trade by Barter to CAMA 2020

Posted by Kolawole Adebowale

in 300 Level, Class Notes, Company Law, Educational Articles, Exam Preparation, Study Resources

Long before a single ordinance was drafted, before any company was registered, before the term "corporate personality" entered the Nigerian legal vocabulary, commerce existed. The Yoruba marketplace, the trans-Saharan trade routes of the Hausa-Fulani north, the Igbo long-distance trading networks: these were sophisticated systems of exchange, credit, and commercial trust operating entirely outside any written legal framework. Trade was by barter. Obligation was enforced by custom, community, and reputation. There was no concept of a company. There was no need for one. That world was not inferior. It was simply different. And it was this world that colonial contact transformed, first...

Company Law

Registration Requirements for LLC in Nigeria: CAMA 2020 Guide

Types of Business Organisations in Nigeria: Sole Proprietorship, Partnership, and Companies

The Corporate Affairs Commission (CAC): Functions, Powers, and Legal Status

The Development of Company Law in Nigeria: Ordinances, Acts, and the Road to CAMA

Corporate Personality in Nigerian Law: The Salomon Principle and the Veil of Incorporation

History of Company Law in Nigeria: From Trade by Barter to CAMA 2020

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