OVERVIEW/LEGAL FRAMEWORK Flashcards
List 7 Relevant Legislations to Corporate Law
- Companies and Allied Matters Act
- Investment and Securities Act
- National Office for Tech Acquisition and Promotion Act
- Foreign Exchange act
- Banks and Other Financial Institutions Act
- Federal Inland Revenue Act
- Immigration Act
- CFRN 1999
- National Insurance Commission Act
- Customs & Excise Management Act
List 7 Relevant regulatory bodies in Corporate Law
- Corporate Affairs Commission
- Securities and Exchange Commission
- National Office for Tech aCquisition and Promotion
- Central Bank of Nigeria
- Federal Inland Revenue Service
- Federal High Court
- Investment and Securities Tribunal
- National Industrial Court of Nigeria
- Nigeria Immigrations Service
- Nigerian Investment Promotion Commission
How many parts does CAMA have and what are they?
3 Parts:
Part A - Companies
Part B - Business Names and Firms
Part C - Incorporated Trustees
(Part D - Short Title)
List the functions of the Corporate Affairs Commission
- To establish and maintain a companies registry
- Regulation and supervision of formation, incorporation registration, management, winding up of companies
- Arrange and conduct investigation into a company
- Perform other activities that might be specified by any statute
- To undertake any such activities that are necessary to effecting CAMA
Who needs to be accredited under CAMA?
- Legal practitioners
- Chartered accountants
- Chartered secretaries
- A firm of any of the above
undertaking transactions under Part A of CAMA
What documents are required for accreditation?
- Accreditation form
- 2x Passport photos of the individual partners
- Qualifying certificate
- Practicing Fees receipt
- NYSC Discharge or Exemption
- Accreditation Fee (N2,500 individuals / N5,000 firms)
Note: A.P.C.-P.D.A.
What document deals with matters relating to the company’s engagement with third parties?
The Memorandum of Association
What document deals with matters relating to the company’s internal operations?
The Articles of Association
List the functions of the Securities and Exchange Commission
- Register and regulate securities exchanges
- Keep register of Foreign Direct Investment and Foreign Portfolio Investments
- Ensure that investors are protected and maintain fair and orderly market
- Approve and regulate mergers, acquisition, take overs and all forms of combination
- Regulate investments and securities in Nigeria
Who has to register with SEC?
- Legal practitioners
- Accountants
- Auditors
- Engineers
- Estate valuers
- Property managers
- Any other expert/professional as determined by SEC
How do you register with SEC?
Fill and File SEC Form 2 (individuals)/Form 3 (firms) with filing fees and relevant documents
Section 178 SEC Rules 2015
What are paid up shares?
Money already paid by members
What are reserve shares?
Left over in authorised share capital after paid up shares
What is equity financing?
Profit made from/by buying shares
What is debt financing?
Money made from taking a loan
