THE CAC EXTENDS THE TIME FOR FULL APPLICATION OF PENALTIES FOR FAILURE TO FILE ANNUAL RETURNS BY COMPANIES

The Corporate Affairs Commission (the “Commission”) have extended the grace period for the full application of penalties for failure to file annual returns by companies, from 1st January 2024 to 1st April 2024. This is contained in the public notice issued by the Commission dated 28th December 2023.

The Commission had in its earlier public notice of 2nd November 2023, stated that it shall commence the full application of penalties as prescribed by the Companies and Allied Matters Act 2020 (“CAMA”) and Companies Regulations of 2021. Our update on the said notice can be accessed here.

While this extension of time does not affect the striking off proceedings commenced by the Commission prior to its public notice of 2nd November 2023, all entities registered under the CAMA, including limited liability companies, limited liability partnerships, limited partnerships, business names, and incorporated trustees, are encouraged to use this opportunity to file their annual returns to date. Read full update here.

No part of this article should be relied upon as legal advice. It is only intended as a general guide on the subject and as such, you are required to consult a lawyer where legal advice is desired.

Lexsetters LLP is a commercial law firm and has the competence and experience to advise on a wide range of legal issues including business formations in Nigeria, acquisition of business permits and operating licences, start-ups, and assisting with post-incorporation compliance obligations.

Full Application of Penalties for Failure to File Annual Returns by Companies

By 1st January 2024, the Corporate Affairs Commission (the “Commission”) will commence the enforcement of penalties for non-compliance with the filing of annual returns. In its Public Notice of November 2nd 2023, the Commission stated that as from that date, the penalties prescribed by the Companies Regulations against a company and each of its directors and officers shall be applied fully by the Commission for failure to file annual returns. Click here to read the full publication.

DEMONSTRATING COMPLIANCE WITH THE NIGERIAN DATA PROTECTION REGULATION

“The NDPR outlined various obligations which an organization must comply with as a way of demonstrating its compliance with the NDPR. These obligations, better described as the ‘Accountability Obligations’ are subsumed in Art. 2.1(3) of the NDPR which provides that “anyone who is entrusted with the personal data of a data subject or who is in possession of personal data of a data subject shall be accountable for his acts or omissions in respect of data processing, and in accordance with the principles contained in the NDPR”. A data controller1, therefore, has a unique task of ensuring that the handling or processing of personal data is in line the principles of processing personal data which are” Lawfulness, fairness and transparency, Purpose limitation, Data minimization, Accuracy, Storage limitation, Integrity and confidentiality.” Click here to read the full article.

HIGHLIGHTS OF THE KEY PROVISIONS OF THE BUSINESS FACILITATION (MISCELLANEOUS PROVISIONS) ACT 2022

On 8th February 2023, President Muhammad Buhari signed into law, the Business Facilitation (Miscellaneous Provisions) Act, 2022 (“BFA”). The objectives of the BFA are to promote the ease of doing business in Nigeria and eliminate bureaucratic bottlenecks; amend relevant legislation to promote the ease of doing business in Nigeria, and institutionalize all the reforms to ease implementation. It further amended specific provisions of 21 business-related laws to remove bureaucratic obstacles to doing business in Nigeria. We have reviewed the BFA and highlighted its salient provisions, including the legislations that were consequentially amended. Click here to read the full article.

Highlights of the Nigerian Startup Act, 2022

On 19th October 2022, the Nigerian Startup Act, 2022 (the “NSA”) was signed by the President of the Federal Republic of Nigeria. Amongst other things, the NSA provides for the creation and development of an enabling environment for technology-enabled startups in Nigeria. In this article, we feature the highlights of the NSA, and how it can impact the Nigerian startup ecosystem. Click here to read the article.

The FIFA Clearing House and the Future of Nigerian Football Clubs

The Federation of International Football Association (FIFA) has evolved since its establishment in May 1904, always seeking, to adopt international best practices in its approach to issues regarding FIFA, Member Associations, and all stakeholders in football. The introduction of the FIFA Clearing House (FCH), the implementation of which began on November 16, 2022, is the latest in FIFA’s journey to ensuring true professionalization, internationalization, transparency, and accountability in the football ecosystem. The ninth President of FIFA, Gianni Infantino believes that ‘this will finally enhance transparency and accountability in the whole transfer market. While we agree with the FIFA supremo on this, we look at what the introduction of the FCH means to Nigerian Football, its Club sides, and the overall football economy in Nigeria. Click here to read the full article.

THE NDPB ISSUES COMPLIANCE NOTICE FOR THE NATIONAL DATA PROTECTION ADEQUACY PROGRAMME WHITELIST

The Nigerian Data Protection Bureau (“NDPB” or “Bureau”) has issued a notice for compliance to its Whitelist for the National Data Protection Adequacy Programme (“NaDPAP”). The Whitelist which was established pursuant to section 37 of the Constitution of the Federal Republic of Nigeria, 1999 (as amended) and the Nigerian Data Protection Regulation (“NDPR”) 2019, will be published on NDPB website, in major newspapers, and will be shared with local and international establishments, and will serve as a reference for data privacy compliance in relevant transactions and proceedings.

Therefore, the Compliance Notice mandates organisations to:

a. Read and understand the NDPR – as it applies to various situations and persons involved in data processing;

b. Develop and implement a Privacy Policy that is consistent with the NDPR;

c. Notify their employees, customers, and online visitors of their Privacy Policy; and

d. Designate at least one or two members of staff as Data Protection Contacts (DPCs). These officers may, after training, become Data Protection Officers (DPOs) for the organization.

e. Mandate their service providers (agents, licensees, contactors or howsoever called) to comply with the NDPR. This is on the basis that if such service providers do not comply as required of them, they will be the weak link in data privacy and protection architecture, and as such, will create liability for the organisations.

Very importantly, organisations are required to forward the names of their DPCs (not more than 3) to the Bureau for a free Induction Course in Data Protection Regulation Compliance for Nigeria and Economic Community of West African States (ECOWAS).

The Bureau notes that any organization or establishment that fails to take the above steps and duly notify the Bureau (of the technical and organizational measures it is taking for data privacy and protection) on or before the 25th day of November 2022 will not be listed on the NaDPAP Whitelist.

THE FCCPC LIMITED INTERIM REGULATORY/REGISTRATION FRAMEWORK AND GUIDELINES FOR DIGITAL LENDING 2022 AND MONEY LENDING BUSINESS IN NIGERIA

On 26th August 2022, the Federal Competition and Consumer Protection Commission (“FCCPC”) issued the “Limited Interim Regulatory/Registration Framework and Guidelines for Digital Lending 2022” (the “Guideline”). It was, indeed, issued pursuant to the powers of the FCCPC under sections 17, 18, and 163 of the Federal Competition and Consumer Protection Act, 2018 (“FCCPA”) – that is, the general functions and powers of the FCCPC and its power to make regulations and issue guidelines and notices for the effective implementation and operation of the provisions of the FCCPA. Click here to access the full article.

LEXSETTERS SECURES BAN REDUCTION FOR ENYIMBA INT’L FC’S OLADAPO AUGUSTINE

We are delighted to have represented Enyimba International Football Club (“Enyimba”) at the Confederation of African Football (“CAF”) Disciplinary Board (“Board”) in respect of the ban on Enyimba’s player, Oladapo Augustine (“Austin”). Austin was banned from all football activities by the Board after a urine test conducted on him (prior to the match between Pyramids FC (Egypt) Vs. Enyimba played on 16th May 2021) revealed a prohibited substance (prednisolone/prednisone) in Austin’s urine. Following our appeal to the Board, which was heard on 8th September 2021, the Board issued a decision on 22nd September 2021 reducing the 12 months ban to 6 months. Austin will resume football activities on 4th January 2022. The firm was duly represented by our Sports and Entertainment Practice Group, led by Amobi Ezeaku.

PRACTICAL STEPS FOR PERFECTION OF TITLE TO LAND IN LAGOS STATE

Perfection of title to land in Lagos State is primarily governed by the Land Use Act and the Lagos State Lands Registration Law, Cap L41, Laws of Lagos State, 2015 (“LRL”). Section 2 of the LRL provides that every document of interest or title to land in Lagos State must be registered in accordance with the provisions of the LRL. By Section 32 of the LRL, a registered holder of title to land has power to dispose or deal with it and create any interest or right over it, subject to obtaining the required Governor’s consent. We have in this article, provided a step-by-step guide for obtaining the consent of the Governor and registering titles to land in Lagos State. We also highlighted the relevant points to note while drafting the transfer instrument(s) and how to package the consent application documents to avoid incessant queries and delays by the Lands Bureau/Registry. Click here to download the full article.