Experts call for relaxation of outdated provisions of CAMA

Experts have harped on the need to relax some outdated provisions in the Companies and Allied Matters Act (CAMA) that pose grave hindrances to corporate business and governance in Nigeria.

According to the experts, some of the amendments required in the CAMA 1990 are as a result of inherent defects, while others are due to new business practices that have emerged over the years.

At a round table on review of the law in Abuja, an expert in Criminal and Corporate Law, Cyril Okonkwo pointed out that one of the fundamental issues in corporate governance is ensuring that the management of a company performs their duties and statutory functions in order to meet the legitimate expectations of shareholders and other stakeholders.

While decrying failure of efforts in the past by the Nigerian Law Reform Commission to review the CAMA 1990, he was however optimistic that the present efforts would see the light of day.

He urged the Law Reform Committee to come up with relevant suggestions that would complement some of the earlier works done by other institutions such as Securities and Exchange Commission (SEC) and Corporate Affairs Commission (CAC).

“These novel contributions would be consolidated and churned out as a comprehensive draft to be presented to the National Assembly which luckily, has mandated the committee to provide technical support.

“After 30 years of Companies and Allied Matters Act (CAMA) 1990 as the cardinal business law in Nigeria, it has become obsolete by global corporate law and governance standard”, he stated.

Nigeria ranks 169th position out of 190 countries in on the World Bank Ease of Doing Business index for 2017.

At the National Assembly Business Environment Round table in 2016, analysts called for the review of obsolete laws to create a better business enabling environment, leading to increased and sustained private sector development and investment in the country.

The Team Leader, Paul Idonigie (SAN), identified some laws for urgent amendment that would ease Nigeria’s ranking in the Ease of Doing Business report.

These include Federal Competition and Consumer Protection Bill 2015, Federal Roads Authority Bill 2015, National Inland Waterways Authority Bill 2015, National Roads Funds Bill 2015, Companies and Allied Matters Act, National Transport Commission 2015, Nigerian Ports and Harbours Authority Bill 2015, Nigeria Postal Commission Bill 2015 and Nigeria Railway Authority Bill 2015.

In a paper delivered at the workshop, Legal Adviser, National Institute for Legislative Studies, Abdul-Hamid Yusuf, listed some of the innovations captured in the CAMA 1990 to include: the expansion of the scope of the Act to enshrine both corporate matters and other related matters such as Business Names and incorporation of Trustees; establishment of the Corporate Affairs Commission, stipulating the minimum number of members in a company, new provisions on meetings; constructive notice; Articles and Memorandum of Association among others.

He urged the Federal Government to make deliberate efforts towards amending CAMA 1990 and ensure that the proper changes are  articulated to replace moribund provisions of CAMA.

On her part, the Director General of NILS, Ladi Hamalai reiterated the commitment of  the leadership of the 8th National Assembly to improve the business environment through legislations that are based on global-best practices.