I OVERVIEW OF RESTRUCTURING AND INSOLVENCY ACTIVITY
i Liquidity and state of the financial markets
The past years in the Nigerian financial market have been characterised by uncertainty. In 2015, there were high hopes of stabilising the financial market following the peaceful conduct of the general elections, which saw the Muhammadu Buhari-led All Progressives People’s Congress win the most competitive presidential election in Nigeria’s history. These hopes have, however, waned because of delayed fiscal policy pronouncement, global growth slowdown, geopolitical tension along critical trading routes in the world, normalisation of monetary policy by the United States’ Foreign Reserve and the unceasing fall in oil prices.
In April 2016, the federal government signed an expansionary budget of 6.06 trillion naira, which seeks to alleviate some of the challenges faced in the economy, with elements focusing on the real sector, job creation and economy diversification. The prospects of the Nigerian financial market in the year 2016 have thus been increased by the large and varied opportunities that are envisaged in the various sectors of the economy. In the past, some sectors of the Nigerian economy experienced tremendous growth, for example, the telecommunications sector, which experienced exponential growth from less than half a million telephone lines in the year 2001 to over 130 million in 2016. It is expected that if similar human and financial resources are invested in all sectors of the economy, a new wave of growth will be triggered across the Nigerian financial market.
The impact of the global crash on crude oil prices has weighed heavily on the Nigerian economy as a result of the country’s heavy reliance on crude oil for a greater part of its foreign exchange earnings. The Central Bank of Nigeria (CBN), however, came up with very stringent currency control policies to ease the pressure on the fast-depleting foreign exchange reserve. In June 2016, the CBN announced its intention to introduce Foreign Exchange Primary Dealers, who would be registered by the CBN to deal directly with the bank for large trade sizes and also introduce non-deliverable over-the-counter naira-settled futures, with daily rates on the CBN-approved FMDQ Trading and Reporting System, which would help moderate volatility in the exchange rate by moving non-urgent foreign exchange demand from the spot to the futures market.2 Other regulatory institutions, such as the Federal Ministry of Finance, the Securities and Exchange Commission, the Nigerian Deposit Insurance Corporation, the National Insurance Commission, the Nigerian National Petroleum Corporation and the National Pension Commission have also adopted various financial reforms and measures aimed at safeguarding the country’s financial system, preventing systemic crisis and strengthening the market mechanism and ethical standards.
It is also worth noting that the current administration has also put in place the Treasure Single Account (TSA), Bank Verification Code (BVN) and other anti-graft measures to ensure fiscal responsibility. While delivering a speech at the Anti-Corruption Summit 2016 held in London, President Muhammedu Buhari stated that Nigeria will soon begin the implementation of the principles of the Open Contracting Data Standard, which enables the disclosure of data and documents at all stages of the public contracting process and will apply to major projects in the oil, transportation, power, health, education and other sectors.3 The implementation of these laudable initiatives would effectively stimulate economic growth and launch the country onto the path of sustained and rapid socio-economic development.
In line with the federal government’s anti-corruption drive, the Economic and Financial Crimes Commission (EFCC) – a federal government agency that was established to tackle economic and financial crimes – waged war against financial crimes and has uncovered series of high-profile corruption and money laundering cases, including the notorious US$2.1 billion arms deal funds that was illegally diverted to private pockets. The Chairman of the House of Representatives Standing Committee on Financial Crimes, Hon Kayode Oladele, revealed that the EFCC has recovered over 600 billion naira of illegally acquired monies in the past six months.4
ii Impact of specific regional and global events
As a result of the global financial crisis, the Nigerian financial market, economy and banking system experienced a near collapse. This development was further exacerbated by the restriction placed by the Organization of Petroleum Exporting Countries on the exportation of oil from within the Niger Delta, which brought about a decline in the total revenue that accrued to Nigeria. The Nigerian stock market collapsed by 70 per cent, which led to the rescue by the CBN of the banking sector to avert the danger of insolvency.
The effect of the above-mentioned global and regional development was a near-collapse of the Nigerian credit system. Corporate entities and individuals across the country were unable to meet their financial obligations, and were forced to either seek a restructuring of their debts or face the prospect of being wound up. The creditors themselves were faced with a glut in the distressed assets market, and were therefore forced to reluctantly grant waivers and enter into restructuring agreements with their debtors.
It must be noted, however, that the event that had the greatest impact with regard to the Nigerian economy generally and its financial market in particular was the collapse of commodity prices, especially the fall in oil revenue, which reduced the government’s ability to carry out some of its financial obligations.5
In May 2016, the federal government announced its policy to completely deregulate the downstream oil sector and consequently removed the subsidy on premium motor spirit (PMS). This decision caused an increase in the pump price of PMS, which was previously sold for 86.50 to 145 naira per litre. The Minister of State and Petroleum Resources explained that the government was incurring about 13.07 naira as subsidy on each litre of petrol bought by Nigerians. Consequently, by the removal of subsidy, the federal government would now save about 16.4 billion naira every month and the said sum would be invested in the development of other sectors of the economy, such as power and infrastructure. In addition, this will also lead to increased product availability, encourage investments in refineries and other parts of the downstream sector, and also prevent diversion of petroleum products.6
iii Market trends in restructuring procedures and techniques
Due to the devastating effect of the global recession on the Nigerian economy, creditors – uncomfortable and unsure of how to recoup monies trapped in the hands of debtors –
began to file debt recovery actions in court, while others chose to explore means of settling the matter out of court.
An out-of-court settlement mechanism for debt restructuring was, and still is, mostly employed to help revive debt-repayment capacity among companies. While some of them have yielded results, others are still ongoing. Recourse to informal procedures became necessary for large-scale restructuring because formal insolvency procedures are often complex and judicial systems have limited potential and expertise to process a large number of cases. A considerable number of informal procedures are still being employed to achieve significant results in this regard.
iv Number of formal procedures entered into or exited
There are no official data that provide the number of formal procedures that have been employed in the restructuring exercise in Nigeria. There have, however, been several cases of foreclosure of mortgages and securities, and liquidations and reorganisations of companies, filed at the Federal High Court of Nigeria. The Managing Director of the Assets Management Corporation of Nigeria (AMCON), which was established to revive the financial system by efficiently resolving the non-performing loan assets of banks in the Nigerian economy, disclosed that there were over 3,000 court cases against AMCON, challenging the corporation’s bid to fully take over the assets of various companies.7
II GENERAL INTRODUCTION TO THE RESTRUCTURING AND INSOLVENCY LEGAL FRAMEWORK
i Corporate insolvency
There is no single, distinct and all-encompassing corporate insolvency law in Nigeria. While there are various laws relevant to the law and practice of insolvency in Nigeria, the core insolvency laws are enshrined within the general company law of the country and are provided as part of the Companies and Allied Matters Act 2004 (CAMA).
CAMA outlines instances where a company is deemed insolvent. It contains provisions that deal with the appointment and operations of receivers and managers, arrangements and compromise, and the winding up of companies. The Winding-up Rules, which were made pursuant to CAMA, govern the winding up of companies in Nigeria.
It is noteworthy that although Sections 538 to 540 of CAMA provide for arrangements and compromise, these corporate reorganisation methods are hardly used in practice. In general, the expressions ‘reconstruction’, ‘reorganisation’ or ‘scheme of arrangement’ are only employed when one company is involved. A scheme of arrangement is commonly used when the rights of creditors and those of shareholders are varied. Under an amalgamation or merger, two or more companies are merged either by acquisition of their undertakings and assets by one of them or by a newly incorporated company or, more commonly, by one such company acquiring a controlling shareholding in another.
The most frequently used provision of CAMA is the winding-up procedure, which terminates the life of companies without the debtor company being given an opportunity to reorganise and pay its debt over time. While liquidation is the last resort in developed jurisdictions, in Nigeria it is used as a first option, resulting in the untimely death of many companies that could have been salvaged if given the chance to properly manage their debts.8
Although the law on liquidation and restructuring is mostly statutory, the courts have also, through various interpretations, contributed to the law relating to liquidation.9 In Nigeria, corporate insolvency matters are dealt with in the first instance by the Federal High Court,10 which is vested with exclusive jurisdiction. Appeals may be made to the Court of Appeal and thereafter to the Supreme Court of Nigeria.
Unfortunately, there is a dearth of judicial precedents in respect of insolvency because Nigerian courts are limited in terms of judicial experience in this area of practice, partly because it takes so long to conclude the matters that the parties either settle the matter out of court or lose interest. In recent times, however, there has been a handful of insolvency cases that have gone all the way to the Supreme Court.
Winding up by the court and compulsory winding up
Compulsory winding up occurs where an application is made to the court for the winding up of a company on the grounds that the company is unable to pay its debt and where, in the opinion of the court, it is just and equitable that the company be wound up.
Under CAMA, a company is deemed to be unable to pay its debts if:
- a a creditor, by assignment or otherwise, to whom the company is indebted in a sum exceeding 2,000 naira then due, has served on the company, by leaving it at its registered office or head office, a demand in writing requiring the company to pay the sum due, and the company has for three weeks thereafter neglected to pay the sum or to secure or compound for it to the reasonable satisfaction of the creditor;
- b execution or other process issued on a judgment, decree or order of any court in favour of a creditor of the company is returned unsatisfied in whole or in part; or
- c the court, after taking into account any contingent or prospective liability of the company, is satisfied that the company is unable to pay its debts.
This statutory provision has been interpreted by the Court of Appeal in Hansa International Construction Limited v. Mobil Producing Nigeria,11 where the Court held that, before a party can successfully bring a winding-up action under the Companies Act of 1968 against a company for inability to pay a debt, the following conditions must be satisfied:
- a there must be a debt exceeding 100 naira;
- b a demand has been made for its repayment;
- c the company has neglected to pay for a period of three weeks from the date of demand; and
- d it must be a debt that is not disputed on substantial grounds.
CAMA has not amended the above provision of the 1968 Companies Act save for the sum of the debt, which has now been increased from 100 naira to 2,000 naira.
Second, with respect to the requirement for a court to order the compulsory winding up of a company on the grounds that it is just and equitable that the company be wound up, CAMA is silent on situations where it would be just and equitable for a company to be wound up. However, the Court of Appeal, which is an appellate court in Nigeria, held in BCC Limited v. Ado Ibrahim & Company Limited12 that, where a petitioner seeks the winding up of a company on the grounds that it is just and equitable to do so, the petition ought to show, inter alia, that the petitioner has no other remedy apart from winding up.
There appears to be a gap in the law with regard to determining when a company is reasonably unable to pay its debt. The law also does not clearly specify or indeed encourage a plan to rescue an ailing company from being wound up. This restructuring and turnaround approach, which embraces the company rescue culture prevalent in the insolvency regimes of many developed countries, is sorely lacking in Nigeria.
Voluntary winding up
Sections 457 to 485 of CAMA make general provisions for the voluntary winding up of a company. Section 457 provides that a company may be voluntarily wound up as follows:
- a when the period, if any, fixed for the duration of the company by the articles expires, or an event, if any, on the occurrence of which the articles provide that the company is to be dissolved and the company in general meeting has passed a resolution requiring the company to be wound up voluntarily; or
- b if the company resolves by a special resolution that the company be wound up voluntarily.
Winding up under the supervision of the court
Sections 486 to 489 of CAMA provide that ‘where a company passes a resolution for voluntary winding up, the Court may on petition order that the voluntary winding up continue, but subject to the supervision of the Court, and with such liberty for creditors, contributories or others to apply to the Court, and generally on such terms and conditions as the Court thinks just.’
The effect of a winding up under the supervision of the court will no longer be deemed to be a voluntary winding up but a petition for winding up by the court.
ii The taking and enforcement of security
The main type of security accepted in Nigeria over immoveable property is a legal mortgage, which is the transfer of the whole of the debtor’s legal ownership in the property covered by a security, subject to a right to redeem the legal title to the property upon repayment of the debt.
Most banks in Nigeria prefer that floating charges are created over the whole business and undertakings of a company, thus covering all present and future assets of the company. Both the creditor and debtor are clearly aware that the floating charge does not attach to a specific asset but is created over a class of assets, present or future, and allows the debtor to buy or sell such assets while the charge remains floating. They are also aware that it is only on the occurrence of a certain event, such as a default in the repayment of the loan, that the charge attaches to the secured assets that are at that time owned by the debtor company.
In practice, however, the security document usually executed to secure credit by companies in Nigeria is a debenture or what is sometimes known as a mortgage debenture. It is a security document that includes fixed and floating charges as well as mortgages in one document. Once executed, the document has to be registered as a mortgage at the relevant land registry and subsequently at the Corporate Affairs Commission (CAC) within 90 days of its creation. Rules of priority apply to the registration process by virtue of Section 197 of CAMA, and failure to register a charge at the CAC makes the charge void against the liquidator and any creditor of the company.
When a charge becomes void under this provision, the money secured shall immediately become payable by the debtor and the creditor is left pursuing alternative remedies rather than resorting to the security. However, it is noteworthy that even where the security is adequate and duly registered at CAC, many debtors rush to court to seek injunctive reliefs and declarations in a bid to prevent the creditors from calling in the security. These tactics are usually employed by the debtor in order to either force the creditor to consider a restructuring of the loan or delay the process in order to buy time to repay the loan, thus preventing the creditor from calling in the security.
iii Duties of directors of companies in financial difficulties
Directors are generally not liable for the obligations of their companies, but will become personally liable for the obligations of their companies where there are cases of fraudulent trading and it can be established that they knowingly carried on the business of the company in a reckless manner, or with the intent to defraud creditors of the company. Directors and other officers may also be personally liable in cases of diversion of loans or other property or assets advanced to the company, or any misfeasance or breach of duty in relation to the company.
In Nigeria, the duties of directors are mainly set out in Sections 279, 280 and 282 of CAMA. These duties represent to a large extent the codification of common law duties:
- a directors must serve the best interests of the company at all times;
- b they must avoid a situation of conflict of interest with the company;
- c they must not carry out the affairs of the company in a reckless manner; and
- d their conduct and decisions must be consistent with their obligations to the company and not be influenced by personal or business considerations inconsistent with the interests of the company.
Where, in the course of winding up a company, it appears that the directors or other officers of the company carried out the business of the company in a reckless manner or with the intention to defraud the creditors, the court may on the application of the liquidator declare such persons personally liable without any limitation of liability for all or any of the debts or other liabilities of the company as the court may direct.
Section 506(3) of CAMA also provides a penalty of two years’ imprisonment or a fine of 2,500 naira upon conviction. Furthermore, where a company receives money by way of a loan for the execution of a specific purpose, but fails to apply the funds for that purpose, the directors in default will be held personally liable for the diversion of such loans advanced to the company or any misfeasance or breach of duty in relation to the company.
Section 507 of CAMA provides that where there is reasonable suspicion that the director of a company has misapplied, retained or become liable or accountable for any money of a company in liquidation, the court may direct that such director be examined, and compelled to repay or restore any money or property in respect of the said misapplication, retainer, misfeasance or breach of trust as the court thinks just.
The above provision has made it possible for the law enforcement agencies in Nigeria to pursue the boards of directors of the failed banks to give account of their stewardship. Furthermore, while some directors have had their bank accounts frozen and properties confiscated, others are facing various charges filed against them by the enforcement and anti-graft agencies at the Federal High Court of Nigeria.
III RECENT LEGAL DEVELOPMENTS
In January 2012, the CBN introduced the ‘cashless policy’ in Nigeria with Lagos State as the pilot area, to reduce the cash in circulation, moderate the cost of cash management and encourage the use of electronic payment channels. The CBN announced that the cashless policy would be implemented nationwide on 1 July 2014. With the introduction of the policy, daily cash withdrawals and lodgement for individuals and corporate bodies have been restricted to 500,000 naira and 3 million naira respectively in order to encourage the use of other media to make payments, such as cheques, mobile and internet banking, national electronic fund transfers, standing orders, automated teller machines, direct debits and point of sale terminals.
According to the CBN, the following reasons necessitated the adoption of a cashless policy:
- a to drive development and modernisation of Nigeria’s payment system in line with the country’s Vision 2020 goal of being among the top 20 economies by 2020;
- b to reduce the cost of banking services and drive financial inclusion by providing more efficient transaction options and greater reach;
- c to improve the effectiveness of Nigeria’s monetary policy in managing inflation and driving economic growth;
- d to reduce the costs associated with cash handling;
- e to reduce the burden of banks in subsidising the costs of daily banking transactions; and
- f to reduce crime, corruption, money laundering and related fraudulent financial crimes.13
The cashless policy and the business prospects it offers for the electronic payment industry have drawn the attention of foreign investors to electronic payment firms in Nigeria. An apt example is the acquisition of majority shares in Inter-Switch made by Helios Investments Partners, a deal described as the largest e-payment transaction in Africa. There has also been an increase in the establishment of online shopping companies, where customers can buy items with ease from the comfort of their homes and offices, and make payment with their credit cards. Despite the undoubted benefits that have accrued from electronic methods of payment, most Nigerians do not have adequate understanding of the details of the cashless policy, despite an ongoing publicity campaign by banks and the CBN. Another deterrent to people fully embracing the use of electronic means of payment is the widespread fear associated with financial fraud prevalent in Nigeria. Given that the system is driven largely by Information and Communications Technology (ICT), the policy is exposed to dangers of fraudulent practices as security lapses can easily be exploited to perpetuate fraud. In most cases where fraud is perpetuated, the customer is usually at the mercy of the financial institutions. However, in order to curb the activities of banks in unwittingly passing such burdens on to customers, the CBN has established a consumer protection unit within its organisation to resolve these issues. Furthermore, Microfinance Information Exchange has rated Nigeria as having one of the largest gaps between populations living in poverty and those with access to financial services in Africa.14 In view of the foregoing, the introduction of the cashless policy and electronic means of payment as a method of exchange for products and services has been criticised for failing to take into consideration the high levels of poverty and poor literacy, and the non-existent information technology skills, within sections of the population.
Another factor that may further hamper access to electronic means of payment is the limited availability of ATMs; even where machines exist, they sometimes do not dispense cash. In addition, users of these electronic mediums of payment are constantly faced with the almost non-existent availability of electricity at the point of payment, poor information technology infrastructure and network failures, to mention a few issues.
Symantec, a globally recognised cyber security company, has stated that with the introduction of a cashless policy by the CBN, consumers are faced with four major threats: malware attacks, data breaches, mobile threats and targeted attacks.15 The company stated, however, that these threats can be curbed where information technology policies are introduced and enforced, adequate measures exist to protect data and authenticated user identities are utilised.
Meanwhile, the CBN and the Nigeria Inter-Bank Settlement System have commenced plans to set up a structure to settle complaints arising from the introduction of the cashless policy, particularly problems arising from transactions through electronic payment channels.
Undoubtedly, the Nigerian market is not easy to break into with cashless alternative packages such as, inter alia, mobile money, mobile banking and use at points of sale (POS). The cashless policy is viewed as an unnecessary hardship on Nigerians, particularly businesspeople whose business transactions have been delayed due to poor communication infrastructure and POS problems. Nevertheless, the cashless policy is here to stay.
Furthermore, in its drive to strengthen the Nigerian currency against the US dollar, the CBN, through a circular dated 13 April 2015 entitled ‘Usage of Naira Denominated Cards’, reviewed downward the spending limit on the usage of naira-denominated debit cards for transactions abroad from US$150,000 per person annually to US$50,000 per person annually. The daily cash withdrawal limit on the card was also fixed at US$300 per person.16 It has also banned the use of foreign currency to carry out transactions in the country as the demand for dollars to conduct local transactions was partly responsible for the weakening of the naira against the dollar. This policy, however, did little to resolve the forex crisis, so much so that by February 2016, the naira was trading at an all-time low of 401 naira to US$1. In a bid to combat the continued depreciation of the naira, the CBN in June 2016 announced a flexible exchange rate regime aimed at making foreign currencies more accessible. The CBN governor, Mr Godwin Emefiele, announced that the new exchange rate regime will allow the exchange rate to be purely market-driven, using the Thomas-Reuters Order Matching System as well as the Conversational Dealing Book.17
The CBN, in institutionalising the use of the TSA, released a circular dated February 2016 and titled ‘Guidelines for the Operation of Treasury Single Account (TSA) by State Governments in Nigeria’. The circular explained that the TSA is primarily designed to bring all government funds into bank accounts within the effective control and operational purview of the treasury to:
- a enthrone centralised, transparent and accountable revenue management;
- b facilitate effective cash management;
- c ensure cash availability;
- d promote efficient management of domestic borrowing at minimal cost;
- e allow optimal investment of idle cash;
- f block loopholes in revenue management;
- g establish an efficient disbursement and collection mechanism for government funds;
- h improve liquidity reserve; and
- i eliminate operational inefficiency and costs associated with maintaining multiple accounts across multiple financial institutions.
The TSA is expected to allow for complete and timely information on government cash resources, improve appropriation control, improve operational control during budget execution and efficient cash management, as well as help reduce the volatility of cash flows through the treasury.18 There is, therefore, no gainsaying that the TSA will help improve the economy of the country.
The Nigerian Senate also recently proposed a Bill for an Act to Repeal the Bankruptcy and Insolvency Act, No. 16 of 1979 CAP B2 Laws of Federation of Nigeria, 2004 to re-enact the Bankruptcy and Insolvency Act to make adequate provision for corporate and individual insolvency, and for other matters connected therewith. The Senate president noted that the Bill will guide the process of ensuring that firms that incur losses can easily break even and exit the market using several market tools and intervention mechanisms. The rationale behind the proposed Bill was to strengthen Nigeria’s business-related legislation by examining bankruptcy and insolvency laws because these played an important role in attracting both domestic and foreign investments, as well as promoting investments and entrepreneurial development.19
IV SIGNIFICANT TRANSACTIONS, KEY DEVELOPMENTS AND MOST ACTIVE INDUSTRIES
The banking sector in Nigeria is one the most active industries at the moment, as is the energy sector. The banking industry has undergone remarkable changes over the past years in terms of ownership structure, as well as scope of operations. These changes have been largely influenced by challenges posed by the deregulation of the financial sector, globalisation of operations, technological innovations, and the adoption of supervisory and prudential requirements that conform to international standards.20
Other strategic reforms include the scrapping of universal banking in exchange for specialised banking licences for all commercial banks in Nigeria, and the requirement that all banks divest their interest from all their non-banking subsidiaries; where a bank is unwilling to divest, it may set up a holding company that will be a separate and independent entity from the bank. In addition to these reforms, the CBN has introduced the Uniform Banking Account Numbering System for all banks and tenures for both Chief Executive Officers (CEOs) and boards of directors, and the creation of a Consumer Protection Unit in the CBN, and the use of the BVN among other measures. The CBN has also mandated that all banks provide weekly reports to the CBN on their loan and financial performance, as well as ensuring that corporate governance policies, transparency, and proper internal control measures and risk-management frameworks, are institutionalised in these banks.
There is a general improvement in all performance indicators by banks. In terms of profit after tax, for instance, the banking industry’s total profit has improved significantly. In addition, the total assets of banks have made gross improvements, totalling 20.231 trillion naira at the end of December 2012, up from 17.851 trillion naira. Non-performing loans stood at 3.8 per cent at April 2013, which is below the mandated threshold of 5 per cent. Furthermore, the value of bank shares has climbed steadily over the past year.
Despite an impressive performance posted by Nigerian banks for the financial year ended 31 December 2012, the International Monetary Fund (IMF) has stated that major risks remain as the Nigerian ‘financial system continues to suffer from weak governance, including some non-transparent ownership structures, deficiencies in financial reporting, and endemic perceptions of corruption Nigerian Financial Institutions operate under a framework of laws, regulations, circulars and guidelines that are not all well-understood, and do not seem to provide a coherent overall framework’.21
Following the introduction of Islamic banking in Nigeria, Jaiz Bank plc has commenced banking activities. Although the CBN has insisted that Islamic banking would drive direct foreign investors to Nigeria, the dividends of Islamic banking have not yet manifested in the Nigerian economy. It is hoped, however, that Islamic banking will provide robust dividends for the economy as predicted by the CBN.
The UNCITRAL Model Law on Cross-Border Insolvency has not been adopted into Nigerian law. There is no law in Nigeria dealing specifically with the recognition and enforcement of cross-border insolvency; nor is there any authority specifically set up to deal with issues that arise out of cross-border insolvency. Efforts to adopt the UNCITRAL Model Law might, however, be underway, as the Business Recovery and Insolvency Practitioners Association of Nigeria (BRIPAN) participated in the UNCITRAL Working Group V Conference held in 2015 at the United Nations’ headquarters in New York, to which BRIPAN was invited as a non-governmental organisation. However, foreign insolvency judgments and orders may be enforced in Nigeria within the framework of the existing Nigerian Law and the Foreign Judgments (Reciprocal Enforcements) Act.22 This Act empowers the Minister of Justice to extend the right to register a foreign judgment in Nigeria.23 Under this law, only foreign countries that accord reciprocal treatment to judgments given in Nigeria are granted permission to enforce their judgments in Nigeria. The decision to confer a reciprocal status to a foreign judgment is determined by the Minister upon being satisfied that similar reciprocity will be given to judgments from superior courts in Nigeria.
Vi FUTURE DEVELOPMENTS
As stated above, Nigeria does not have a single all-encompassing insolvency law. Insolvency laws and rules are not detailed enough, and are contained in different laws with no specific direction as to what they seek to achieve. BRIPAN, which is a member of INSOL International, is pushing for legislative reforms in this regard. BRIPAN has drafted a legislative law guiding commercial banks in Nigeria, and the draft, which essentially will deal with issues raised in the World Bank Report on the Observance of Standards and Codes, is expected to be presented to the Financial System Strategy 2020 Committee. BRIPAN, in conjunction with the Ministry of Trade and Investments, has also drafted an insolvency legislative bill, which has been approved and forwarded to the Federal Ministry of Justice for further approval. Also in February 2016, BRIPAN participated in the public hearing organised by the Senate Committee on Banking, Finance and other Financial Institutions, wherein the draft legislative Bill was formally presented to the Senate.
1 Seyi Akinwunmi is managing partner at Akinwunmi & Busari Legal Practitioners.
2 See www.nigerianbulletin.com/threads/full-text-of-godwin-emefieles-speech-on-nigerias-new-foreign-exchange-policy.214617/.
3 See www.financialnigeria.com/london-conference-buhari-announces-new-measures-to-tackle-corruption-sustainable-photovideo-details-439.html.
5 K Ogundipe and ME Obiechina, ‘Financial Sector Reforms in Nigeria: Issues & Challenges’, IJBM No. 6 (2011), 11 July 2011.
6 See: www.premiumtimesng.com/news/headlines/203245-nigeria-deregulates-downstream-oil-sector-petrol-to-sell-for-about-n145-a-litre.html.
7 Read more at www.dailytrust.com.ng/news/business/80-of-amcon-s-assets-not-in-our-custody--md/138243.html#7JLBcHhVmbSE1J1P.99.
8 Section 409 of the Companies and Allied Matters Act 1999.
9 Hansa International Construction Limited v. Mobil Producing Nigeria (1994) 9 NWLR (Part 366) 76 at p. 86 Paragraphs B–C; Ado Ibrahim & Co Ltd v. BCC Ltd (2007) 15 NWLR (Part 1058) at pp. 538–575.
10 Section 251(1) of the Constitution of the Federal Republic of Nigeria 1999.
11 (1994) 9 NWLR (Part 366) 76 at p. 86, Paragraphs B–C.
12 (2003) 2 NWLR (Part 805) 462 at p. 478, Paragraphs C–E.
13 ‘Further Clarifications on Cash-less Lagos Project’; see www.cbn.gov.ng/cashless.
14 ‘Cashless Policy: A Burden or Relief?’, This Day Live, 25 April 2012; see www.thisdaylive.com/articles/cashless-policy-a-burden-or-relief-/114483.
15 ‘Protect cash-less economy from attacks, Symantec tells stakeholders’, The Punch, 12 June 2012; see www.punchng.com/business/technology/protect-cash-less-economy-
16 See www.thisdaylive.com/articles/cbn-slashes-spending-limit-on-naira-debit-cards-to-50-000-per-annum/206821.
17 See www.nigerianbulletin.com/threads/full-text-of-godwin-emefieles-speech-on-nigerias-new-foreign-exchange-policy.214617/.
18 Sailendra Pattanayak and Israel Fainboim; May 2010, IMF Working Paper – ‘Treasure Single Account: Concept Decision and Implementation Issues’.
19 See www.naija247news.com/2016/03/repositioning-nigerias-economy-is-senates-top-priority-says-bukola-saraki/.
20 K Ogundipe and ME Obiechina, ‘Financial Sector Reforms in Nigeria: Issues & Challenges’, IJBM No. 6 (2011), 11 July 2011.
21 ‘IMF Cautions Against Hasty Celebration of Nigerian Banks’ Recovery’, This Day Live, 30 May 2013; see www.thisdaylive.com/articles/imf-cautions-against-hasty-
22 Chapter F35, Laws of the Federation of Nigeria 2004.
23 Section 3 of the Foreign Judgments (Reciprocal Enforcements) Act.