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Corporate

Company formation, governance, corporate restructuring and day-to-day corporate advice under the Companies and Allied Matters Act 2020.

Overview

Sound corporate structures prevent disputes and make later transactions easier. We advise founders, boards and shareholders on setting up and running companies, partnerships and incorporated trustees in Nigeria.

Our work covers incorporation and registration with the Corporate Affairs Commission, constitutional documents, shareholder and joint venture agreements, board and shareholder resolutions, share capital changes, annual filings and the registration of charges.

We also advise boards on directors’ duties, conflicts of interest and governance codes, and act in shareholder disputes, including petitions for relief from unfairly prejudicial conduct.

What we do

  • Spin-Offs, Split-Offs, and Other De-Mergers and Divestitures

    Advising on the legal and regulatory aspects of spin-offs, split-offs, and other forms of de-mergers and divestitures to ensure smooth and compliant transactions.

  • Foreign Direct Investment

    Guiding clients through the legal complexities of foreign direct investments, including regulatory compliance and strategic planning.

  • Setting Up Businesses

    Assisting with the legal requirements for establishing new businesses, including entity formation, registration, and initial compliance.

  • Strategic Minority Investments

    Providing legal counsel on strategic minority investments, ensuring that clients' interests are protected and that investments comply with relevant regulations.

  • Privatizations

    Advising on the legal processes involved in the privatization of state-owned enterprises, ensuring transparent and efficient transactions.

  • Reconstructions

    Assisting with corporate reconstructions to optimize organizational structures and improve operational efficiency.

  • Re-Organizations to Develop Group Holding Companies

    Guiding clients through re-organizations to create or restructure group holding companies, ensuring legal and tax compliance.

  • Corporate Governance

    Advising boards and management on governance codes, board structure and committees, directors’ duties and conflicts of interest, and regulatory compliance.

  • Compliance

    Offering comprehensive compliance services to ensure that clients meet all regulatory requirements and avoid legal pitfalls.

  • Solvent Liquidations

    Advising on the legal procedures for solvent liquidations, ensuring that assets are distributed in accordance with the law and creditors' rights are respected.

Our team

FAQs

Yes. CAMA 2020 allows a private company to be formed by a single person, and a small company may have a single director.

An annual return to the Corporate Affairs Commission, together with financial statements where required, and changes to directors, shareholders, persons with significant control or the registered office within the prescribed periods.

CAMA 2020 lets members petition the court for relief against unfairly prejudicial conduct and, in some cases, bring derivative actions on behalf of the company. A well-drafted shareholders’ agreement gives further protection.
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