Famsville Solicitors

Nigeria – New Civil Procedure Rules for the National Industrial Court

Background: Recently, the National Industrial Court of Nigeria (Civil Procedure) Rules, 2017 “the Rules” replaced the National Industrial Court Rules 2007 and the Practice Direction 2012, which previously guided procedures in the National Industrial Court. With the new Rules, the National Industrial Court “the Court” aims to improve the  administration of justice in its proceedings. In line with this objective, the Rules incorporate new provisions considered below.
Fast-Track Proceedings In keeping with the aim of achieving quicker dispensation of justice, Fast-track proceedings have been introduced into the Rules. Order 25 of the Rules lists the qualities required for a matter to be
placed on the Fast-track and the procedures after such placement. However, the majority of the types of cases which qualify for Fast-track proceedings seem to be those touching on public interest.

The Foreign Corrupt Practices Act (“FCPA”) & UK Bribery Act (“UKBA”) Takeaways for Companies doing business in Nigeria

Background

For investors looking to do business and companies doing business in Nigeria, there are myriad considerations. Navigating the business landscape without falling foul of the provisions of the UK Bribery Act 2010 (UKBA) and the US Foreign Corrupt Practices Act 1977 (FCPA) should be a key consideration. These laws did not come into force recently, but their application to Nigeria has never been more relevant than now. The present leadership got elected on the promise of rooting out corruption and has pursued its anti-corruption stance with more vigour than any other
democratically elected government. On the other hand, the leadership has taken measures to encourage both foreign and domestic investors to do business in the country. 1Exportation of locally made materials has also been encouraged by the government.

This analysis seeks to highlight the offences under the laws and how they can be avoided.

Doing Business in Nigeria

Legal and Regulatory Regime

Companies and Allied Matters Act (Chapter C20), LFN 2004 (“CAMA”) This is the principal statute regulating the establishment and operation of companies in Nigeria. The CAMA establishes the Corporate Affairs Commission
(“CAC”) as Nigeria’s companies’ registry, and the body responsible for the regulation and supervision of the formation, incorporation, registration, management and winding up of companies. The CAMA also makes provision for the registration of business names and the incorporation of trustees.

Foreign companies that wish to do business in Nigeria are required to do so through a separate locally incorporated entity. Section 54(1) of the CAMA provides that every foreign company intending to carry on business in Nigeria must take steps necessary to incorporate as a separate  legal entity with the CAC. Section 56 of CAMA empowers the Federal Executive Council to grant exemptions from the mandatory incorporation requirement to a limited category of foreign companies. It is an offence for a foreign company to carry on business in Nigerian without being
formally incorporated.

Compliance Notes -Nigeria

COMPANY SECRETARIAL COMPLIANCE

Company Letter Head
Nigerian company law provides that every company shall on its letter head, state in legible characters the particulars of directors of the company, the nationality of its directors (if not Nigerian), the address of the company, and the
company’s registration number.

Company Seal
Every company may choose whether to have, or to use a common seal which must have its name engraved on it in legible character. The seal should be kept in safe custody at all times and be used only with the authority of the Directors.

Business Immigration

There are three main categories of work authorization in Nigeria; as stated below,

  • Long Term Work Authorization “CERPAC” (one year)
  • Short-Term Work Authorization “TWP” (Sixty Days)
  • ECOWAS Card (Two Years)

SHORT TERM WORKERS
A Temporary Work Permit (TWP) is applicable where a company in Nigeria intends to employ an expatriate
employee to undertake short-term work. Companies that need to engage the services of foreigners for short
assignments shall procure the TWP.

Upcoming Events

  1. Corporate Investigations

    September 19 @ 8:00 am - 5:00 pm
  2. Developing an effective workplace policy in the evolving marketplace

    October 24 @ 8:00 am - 5:00 pm
  3. Implementing an efficient workplace privacy policy

    November 21 @ 8:00 am - 5:00 pm