OVERVIEW/LEGAL FRAMEWORK

Question 1

List 7 Relevant Legislations to Corporate Law

Answer 1

1. Companies and Allied Matters Act
2. Investment and Securities Act
3. National Office for Tech Acquisition and Promotion Act
4. Foreign Exchange act
5. Banks and Other Financial Institutions Act
6. Federal Inland Revenue Act
7. Immigration Act
8. CFRN 1999
9. National Insurance Commission Act
10. Customs & Excise Management Act

Question 2

List 7 Relevant regulatory bodies in Corporate Law

Answer 2

1. Corporate Affairs Commission
2. Securities and Exchange Commission
3. National Office for Tech aCquisition and Promotion
4. Central Bank of Nigeria
5. Federal Inland Revenue Service
6. Federal High Court
7. Investment and Securities Tribunal
8. National Industrial Court of Nigeria
9. Nigeria Immigrations Service
10. Nigerian Investment Promotion Commission

Question 3

How many parts does CAMA have and what are they?

Answer 3

3 Parts:

Part A - Companies
Part B - Business Names and Firms
Part C - Incorporated Trustees

(Part D - Short Title)

Question 4

List the functions of the Corporate Affairs Commission

Answer 4

1. To establish and maintain a companies registry
2. Regulation and supervision of formation, incorporation registration, management, winding up of companies
3. Arrange and conduct investigation into a company
4. Perform other activities that might be specified by any statute
5. To undertake any such activities that are necessary to effecting CAMA

Question 5

Who needs to be accredited under CAMA?

Answer 5

1. Legal practitioners
2. Chartered accountants
3. Chartered secretaries
4. A firm of any of the above
   undertaking transactions under Part A of CAMA

Question 6

What documents are required for accreditation?

Answer 6

1. Accreditation form
2. 2x Passport photos of the individual partners
3. Qualifying certificate
4. Practicing Fees receipt
5. NYSC Discharge or Exemption
6. Accreditation Fee (N2,500 individuals / N5,000 firms)

Note: A.P.C.-P.D.A.

Question 7

What document deals with matters relating to the company’s engagement with third parties?

Answer 7

The Memorandum of Association

Question 8

What document deals with matters relating to the company’s internal operations?

Answer 8

The Articles of Association

Question 9

List the functions of the Securities and Exchange Commission

Answer 9

1. Register and regulate securities exchanges
2. Keep register of Foreign Direct Investment and Foreign Portfolio Investments
3. Ensure that investors are protected and maintain fair and orderly market
4. Approve and regulate mergers, acquisition, take overs and all forms of combination
5. Regulate investments and securities in Nigeria

Question 10

Who has to register with SEC?

Answer 10

1. Legal practitioners
2. Accountants
3. Auditors
4. Engineers
5. Estate valuers
6. Property managers
7. Any other expert/professional as determined by SEC

Question 11

How do you register with SEC?

Answer 11

Fill and File SEC Form 2 (individuals)/Form 3 (firms) with filing fees and relevant documents

Section 178 SEC Rules 2015

Question 12

What are paid up shares?

Answer 12

Money already paid by members

Question 13

What are reserve shares?

Answer 13

Left over in authorised share capital after paid up shares

Question 14

What is equity financing?

Answer 14

Profit made from/by buying shares

Question 15

What is debt financing?

Answer 15

Money made from taking a loan