Nigerian Law Search Engine
Copyright © 2008 - 2012 Leesi Ebenezer Mitee. All rights reserved | Terms and Conditions of Use | Disclaimer
Website designed & managed by Leesi Ebenezer Mitee (Barrister & Solicitor)
Nigerian Law Search Engine
• Laws of the Federation of Nigeria eBook
• Constitution of the Federal Republic of Nigeria 1999 eBook: Full Text Annotated (All Amendments Incorporated)
• Nigerian Law of Evidence eBook: Full Text of the Evidence Act 2011 With
Notes (Annotated)
• Nigerian Company Law eBook: Full Text of Nigerian Companies and Allied Matters Act 1990 Annotated
• Laws of Bayelsa State of Nigeria eBook
• Laws of Rivers State of Nigeria eBook (now available)
• PLUS United States of America Constitution eBook (US Constitution eBook)
This collection is a must-have affordable legal resource for law researchers, legal practitioners, business executives, companies, professionals, students, and all those interested in the historical and day-to-day development of Nigerian legislation. You can read them on your computer, mobile phone, Amazon Kindle, BlackBerry, iPhone, iPad, and other eReaders hand-held devices. The colossal importance of this unprecedented project is self-evident.
Nigerian Law Resources has pioneered the next generation of law eBooks. Starting with the Laws of Rivers State of Nigeria eBook, Cognizant of the dynamic nature of law (especially as a result of enactment of new legislation, amendment and repeal of existing legislation), our legal eBooks are updated from time to time (throughout a particular year) to reflect changing developments in the laws. Owners of our eBooks can therefore check for updates and re-download the latest version free of charge from the website where they bought them. New editions are published yearly. This is why Nigerian Law Resources eBooks are living books.
If you would want us to inform you of the availability of these and other Nigerian law eBooks when published or how to buy and download them, please click here TODAY to send us your email address through our Online Contact Form. Act now.
If you would want us to inform you of the availability of these and other Nigerian law eBooks when published or how to buy and download them, please click here TODAY to send us your email address through our Online Contact Form. Act now.
Nigerian Constitution 1999 eBook (With All Amendments and Notes)
This eBook will be available very soon. If you would want us to inform you of the availability of this and other eBooks when published, please click here to send us your email address through our online Contact Form.
NOTE:
Our forthcoming eBook titled Constitution of the Federal Republic of Nigeria 1999: Introductory Comments and Full Text is already advertised by major online book stores worldwide including Fishpond.com.au Limited (Australasia’s Biggest online Store), Loot Online (Pty) Ltd (South African leading online store), and The Book Depository (United Kingdom's largest dedicated online bookseller).
CONSTITUTION OF THE FEDERAL REPUBLIC OF NIGERIA (PROMULGATION) DECREE 1999
1999 Decree No. 24
[5th May, 1999] Commencement
WHEREAS the Federal Military Government of the Federal Republic of Nigeria in compliance with the Transition to Civil Rule (Political Programme) Decree 1998 has, through the Independent National Electoral Commission, conducted elections to the office of President and Vice-President, Governors and Deputy-Governors, Chairmen and Vice-Chairmen, the National Assembly, the Houses of Assembly and the Local Government Councils;
AND WHEREAS the Federal Military Government in furtherance of its commitment to hand over to a democratically elected civilian administration on 29th May 1999 inaugurated on 11th November 1998, the Constitutional Debate Co-ordinating Committee charged with responsibility to, among other things, pilot the debate on the new Constitution for Nigeria, co-ordinate and collate views and recommendations canvassed by individuals and groups for a new Constitution for Nigeria;
AND WHEREAS the Constitutional Debate Co-ordinating Committee benefited from the receipt of large volumes of memoranda from Nigerians at home and abroad and oral presentations at the public hearings at the debate centres throughout the country and the conclusions arrived thereat and also at various seminars, workshops and conferences organised and was convinced that the general consensus of opinion of Nigerians is the desire to retain the provisions of the Federal Republic of Nigeria with some amendments;
AND WHEREAS the Constitutional Debate Co-ordinating Committee has presented the report of its deliberations of the Provisional Ruling Council;
AND WHEREAS the Provisional Ruling Council has approved the report subject to such amendments as are deemed necessary in the public interest and for the purpose of promoting the security, welfare and good governance and fostering the unity and progress of the people of Nigeria with a view to achieving its objective of handing over an enduring Constitution to the people of Nigeria;
AND WHEREAS, it is necessary in accordance with the programme on transition to civil rule for the Constitution of the federal Republic of Nigeria 1979 after necessary amendments and approval by the Provisional Ruling Council to be promulgated into a new Constitution for the Federal Republic of Nigeria in order to give the same force of law with effect from 29th May 1999:
NOW THEREFORE, THE FEDERAL MILITARY GOVERNMENT hereby decrees as follows:-
Promulgation of the Constitution of the Federal Republic of Nigeria 1999. Schedule.
1. (1) There shall be for Nigeria a Constitution which shall be as set out in the Schedule to this Decree.
(2) The Constitution set out in the Schedule to this Decree shall come into force on 29th May 1999.
(3) Whenever it may hereafter be necessary for the Constitution to be printed it shall be lawful for the Federal Government Printer to omit all parts of this Decree apart from the Schedule and the Constitution as so printed shall have the force of law notwithstanding the omission.
Citation
2. This Decree may be cited as the Constitution of the Federal Republic of Nigeria (Promulgation) Decree 1999.
SCHEDULE section 1(1)
CONSTITUTION OF THE FEDERAL REPUBLIC OF NIGERIA 1999
ARRANGEMENT OF SECTIONS
Section
CHAPTER I
GENERAL PROVISIONS
Part I – Federal Republic of Nigeria
1. Supremacy of the Constitution.
2. The Federal Republic of Nigeria.
3. States of the Federation and the Federal Capital Territory, Abuja.
Part II – Powers of the Federal Republic of Nigeria
4. Legislative powers.
5. Executive powers.
6. Judicial powers.
7. Local government system.
8. New States and boundary adjustment, etc.
9. Mode of altering provisions of the Constitution.
10. Prohibition of State Religion.
11. Public order and public security.
12. Implementation of treaties.
CHAPTER II
FUNDAMENTAL OBJECTIVES AND DIRECTIVE PRINCIPLES OF STATE POLICY
13. Fundamental obligations of the Government.
14. The Government and the people.
15. Political objectives.
16. Economic objectives.
17. Social objectives.
18. Educational objectives.
19. Foreign policy objectives.
20. Environmental objectives.
21. Directive on Nigerian cultures.
22. Obligation of the mass media.
23. National ethics.
24. Duties of the citizen.
CHAPTER III
CITIZENSHIP
25. Citizenship by birth.
26. Citizenship by registration.
27. Citizenship by naturalisation.
28. Dual citizenship.
29. Renunciation of citizenship.
30. Deprivation of citizenship.
31. Persons deemed to be Nigerian citizens.
32. Power to make regulations.
CHAPTER IV
FUNDAMENTAL RIGHTS
33. Right to life.
34. Right to dignity of human person.
35. Right to personal liberty.
36. Right to fair hearing.
37. Right to private and family life.
38. Right to freedom of thought, conscience and religion.
39. Right to freedom of expression and the press.
40. Right to peaceful assembly and association.
41. Right to freedom of movement.
42. Right to freedom from discrimination.
43. Right to acquire and own immovable property anywhere in Nigeria.
44. Compulsory acquisition of property.
45. Restriction on and derogation from fundamental rights.
46. Special jurisdiction of High court and legal aid.
CHAPTER V
THE LEGISLATURE
Part I – National Assembly
A – Composition and staff of National Assembly
47. Establishment of the National Assembly.
48. Composition of the Senate.
49. Composition of the House of Representatives.
50. President of the Senate and Speaker of the House of Representatives.
51. Staff of the National Assembly.
B – Procedure for Summoning and Dissolution of National Assembly
52. Declaration of assets and liabilities; oaths of members.
53. Presiding at sittings of the National Assembly and at joint sittings.
54. Quorum.
55. Languages.
56. Voting.
57. Unqualified person sitting or voting.
58. Mode of exercising federal legislative power: general.
59. Mode of exercising Federal legislative power: money bills.
60. Regulation of procedure.
61. Vacancy or participation of strangers not to invalidate proceedings.
62. Committees.
63. Sittings.
64. Dissolution and issue of proclamations by President.
C – Qualifications for Membership of National Assembly and Right of Attendance
65. Qualifications for election.
66. Disqualifications.
67. Right of attendance of President.
68. Tenure of seat of members.
69. Recall.
70. Remuneration.
D – Elections to National Assembly
71. Senatorial districts and Federal constituencies.
72. Size of Senatorial districts and Federal constituencies.
73. Periodical review of Senatorial districts and Federal constituencies.
74. Time when alteration of Senatorial districts or Federal constituencies takes effect.
75. Ascertainment of population.
76. Time of election to the National Assembly.
7.7. Direct election and franchise.
78. Supervision of election.
79. Power of the National Assembly as to determination of certain questions.
E – Powers and Control over Public Funds
80. Establishment of Consolidated Revenue Fund.
81. Authorisation of expenditure from Consolidated Revenue Fund.
82. Authorisation of expenditure in default of appropriations.
83. Contingencies Fund.
84. Remuneration, etc. of the President and certain other officers.
85. Audit of public accounts.
86. Appointment of Auditor-General.
87. Tenure of office of Auditor-General.
88. Power to conduct investigations.
89. Power as to matters of evidence.
Part II – House of Assembly of a State
A – Composition and Staff of House of Assembly
90. Establishment of House of Assembly for each State.
91. Composition of the House of Assembly.
92. Speaker of House of Assembly.
93. Staff of House of Assembly.
B – Procedure for Summoning and Dissolution of House of Assembly
94. Declaration of assets and liabilities; oaths of members.
95. Presiding at sittings.
96. Quorum.
97. Languages.
98. Voting.
99. Unqualified person sitting or voting.
100. Mode of exercising legislative power of a State.
101. Regulation of procedure.
102. Vacancy or participation of strangers not to invalidate proceedings.
103. Committees.
104. Sittings.
105. Dissolution and issue of proclamation by Governor.
C – Qualification for Membership of House of Assembly and Right of Attendance
106. Qualifications for election.
107. Disqualifications.
108. Right of attendance of Governor.
109. Tenure of seat of members.
110. Recall.
111. Remuneration.
D – Elections to a House of Assembly
112. State constituencies.
113. Size of State constituencies.
114. Periodical review of State constituencies.
115. Time when alteration of State constituencies takes effect.
116. Time of elections to Houses of Assembly.
117. Direct election and franchise.
118. Supervision of election.
119. Power of National Assembly as to determination of certain questions.
E – Power and Control over Public funds
120. Establishment of Consolidated Revenue Fund.
121. Authorisation of expenditure from Consolidated Revenue Fund.
122. Authorisation of expenditure in default of appropriations.
123. Contingencies Fund.
124. Remuneration, etc., of the Governor and certain other officers.
125. Audit of public accounts.
126. Appointment of Auditor-General.
127. Tenure of office of Auditor-General.
128. Power to conduct investigations.
129. Power as to matters of evidence.
CHAPTER VI
THE EXECUTIVE
Part I – Federal Executive
A – The President of the Federation
130. Establishment of the office of President.
131. Qualification for election as President.
132. Election of the President: general.
133. Election: single Presidential candidate.
134. Election: two or more Presidential candidates.
135. Tenure of office of President.
136. Death, etc. of President-elect before oath of office.
137. Disqualifications.
138. President: disqualification from other jobs.
139. Determination of certain questions relating to election.
140. Declaration of assets and liabilities; oaths of President.
141. Establishment of office of Vice-President.
142. Nomination and election of Vice-President.
143. Removal of President from office.
144. Permanent incapacity of President or Vice-President.
145. Acting President during temporary absence of President.
146. Discharge of functions of President.
147. Ministers of Federal Government.
148. Executive responsibilities of Ministers.
149. Declaration of assets and liabilities; oaths of Ministers.
150. Attorney-General of the Federation.
151. Special Advisers.
152. Declaration of assets and liabilities; oath of Special Adviser.
B – Establishment of Certain Federal Executive Bodies
153. Federal Commissions and Councils, etc.
154. Appointment of Chairman and members.
155. Tenure of office of members.
156. Qualification for membership.
157. Removal of members.
158. Independence of certain bodies.
159. Quorum and decisions.
160. Powers and procedure.
161. Interpretation.
C – Public Revenue
162. Distributable pool account.
163. Allocation of other revenue.
164. Federal grants-in-aid of State revenue.
165. Cost of collection of certain duties.
166. Set-off.
167. Sums charged on Consolidated Revenue Fund.
168. Provisions with regard to payments.
D – The Public Service of the Federation
169. Establishment of civil service of the Federation.
170. Federal Civil Service Commission: power to delegate functions.
171. Presidential appointments.
172. Code of Conduct.
173. Protection of pension rights.
174. Public prosecutions.
175. Prerogative of mercy.
Part II – State Executive
A – The Governor of a State
176. Establishment of the office of Governor.
177. Qualification for election as Governor.
178. Election of Governor: general.
179. Election: single candidate and two or more candidates.
180. Tenure of office of Governor.
181. Death, etc, of Governor-elect before oath of office.
182. Disqualifications.
183. Governor; disqualification from other jobs.
184. Determination of certain questions relating to elections.
185. Declaration of assets and liabilities; oaths of office of Governor.
186. Establishment of the office of Deputy Governor.
187. Nomination and election of Deputy Governor.
188. Removal of Governor or Deputy Governor from office.
189. Permanent incapacity of Governor or Deputy Governor.
190. Acting Governor during temporary absence of Governor.
191. Discharge of functions of Governor.
192. Commissioners of State Government.
193. Executive responsibilities of Deputy Governor and Commissioners.
194. Declaration of assets and liabilities; oaths of Commissioners.
195. Attorney-General of a State.
196. Special Advisers.
B – Establishment of Certain State Executive Bodies
197. State Commissions.
198. Appointment of Chairman and members.
199. Tenure of office of members.
200. Qualification for membership.
201. Removal of members.
202. Independence of certain bodies.
203. Quorum and decisions.
204. Powers and procedure.
205. Interpretation.
C – The Public Service of a State
206. Establishment of State civil service.
207. State Civil Service Commission: power of delegation.
208. Appointments by Governor.
209. Code of Conduct.
210. Protection of pension rights.
211. Public prosecutions.
212. Prerogative of mercy.
Part III – Supplemental
A – National Population Census
213. National population census.
B – Nigeria Police Force
214. Establishment of Nigeria Police Force.
215. Appointment of Inspector-General and control of Nigeria Police Force.
216. Delegation of powers to the Inspector-General of Police.
C – Armed Forces of the Federation
217. Establishment and composition of the armed forces of the Federation.
218. Command and operational use.
219. Establishment of body to ensure federal character of armed forces.
220. Compulsory military service.
D – Political Parties
221. Prohibition of political activities by certain associations.
222. Restriction on formation of political parties.
223. Constitution and rules of political parties.
224. Aims and objects.
225. Finances of political parties.
226. Annual report on finances.
227. Prohibition of quasi-military organisations.
228. Powers of the National Assembly with respect to political parties.
229. Interpretation.
CHAPTER VII
THE JUDICATURE
Part I – Federal Courts
A – The Supreme Court of Nigeria
230. Establishment of the Supreme Court of Nigeria.
231. Appointment of Chief Justice of Nigeria and Justices of the Supreme Court.
232. Original jurisdiction.
233. Appellate jurisdiction.
234. Constitution.
235. Finality of determinations.
236. Practice and procedure.
B – The Court of Appeal
237. Establishment of Court of Appeal.
238. Appointment of President and Justices of the Court of Appeal.
239. Original jurisdiction.
240. Appellate jurisdiction.
241. Appeals as of right from the Federal High Court or a High Court.
242. Appeals with leave.
243. Exercise of right of appeal from the Federal High Court or a High Court in civil and criminal matters.
244. Appeals from Sharia Court of Appeal.
245. Appeals from Customary Court of Appeal.
246. Appeals from Code of Conduct Tribunal and other courts and tribunals
247. Constitution.
248. Practice and procedure.
C – The Federal High Court
249. Establishment of the Federal High Court.
250. Appointment of Chief Judge and Judges of the Federal High Court.
251. Jurisdiction.
252. Powers.
253. Constitution.
254. Practice and procedure.
D – The High Court of the Federal Capital Territory, Abuja
255. Establishment of the High Court of the Federal Capital Territory, Abuja.
256. Appointment of Chief Judge and Judges of High Court of the Federal Capital Territory, Abuja.
257. Jurisdiction.
258. Constitution.
259. Practice and procedure.
E – The Sharia Court of Appeal of the Federal Capital Territory, Abuja
260. Establishment of the Sharia Court of Appeal of the Federal Capital Territory, Abuja.
261. Appointment of Grand Kadi and Kadis of the Sharia Court of Appeal of the Federal Capital Territory. Abuja.
262. Jurisdiction.
263. Constitution.
264. Practice and procedure.
F – The Customary Court of Appeal of the Federal Capital Territory, Abuja.
265. Establishment of the Customary Court of Appeal of the Federal Capital Territory, Abuja.
266. Appointment of President and Judges of the Customary Court of Appeal of the Federal Capital Territory, Abuja.
267. Jurisdiction.
268. Constitution.
269. Practice and procedure
Part II – State Courts
A – High Court of a State
270. Establishment of a High Court for each State.
271. Appointment of Chief Judge and Judges of the High Court of a State.
272. Jurisdiction: general.
273. Constitution.
274. Practice and procedure.
B – Sharia Court of Appeal of a State
275. Establishment of Sharia Court of Appeal.
276. Appointment of Grand Kadi and Kadis of the Sharia Court of Appeal of a State.
277. Jurisdiction.
278. Constitution.
279. Practice and procedure.
C – Customary Court of Appeal of a State
280. Establishment of Customary Court of Appeal.
281. Appointment of President and Judges of the Customary Court of Appeal of a State.
282. Jurisdiction.
283. Constitution.
284. Practice and procedure.
Part III – Election Tribunals
285. Establishment and Jurisdiction of election tribunals.
Part IV – Supplemental
286. Jurisdiction of State courts in respect of Federal causes.
287. Enforcement of decisions.
288. Appointment of persons learned in Islamic personal law and Customary law.
289. Disqualification of certain legal practitioners.
290. Declaration of assets and liabilities: oaths of judicial officers.
291. Tenure of office and pension rights of judicial officers.
292. Removal of other judicial officers from office.
293. Vacancies.
294. Determination of causes and matters.
295. Reference of questions of law.
296. Interpretation.
CHAPTER VIII
FEDERAL CAPITAL TERRITORY, ABUJA AND GENERAL SUPPLEMENTARY PROVISIONS
Part I – Federal Capital Territory, Abuja
297. Federal Capital Territory. Abuja: ownership of lands.
298. Capital of the Federation.
299. Application of Constitution.
300. Representation, in the-National Assembly.
301. Adaptation of certain references.
302. Minister of Federal Capital Territory. Abuja.
303. Administration of the Federal Capital Territory. Abuja.
304. Establishment of the Judicial Service Committee of the Federal Capital Territory, Abuja.
Part II – Miscellaneous Provisions
305. Procedure for proclamation of state of emergency.
306. Resignations.
307. Restriction certain citizens.
308. Restriction on legal proceedings.
Part III – Transitional Provisions and Savings
309. Citizenship.
310. Staff of legislative houses.
311. Standing Orders.
312. Special provisions in respect of first election.
313. System of revenue allocation.
314. Debts.
315. Existing law.
316. Existing offices, courts and authorities.
317. Succession to property, rights, liabilities and obligations.
Part IV – Interpretation, Citation and Commencement
318. Interpretation.
319. Citation.
320. Commencement.
SCHEDULES
First Schedule:
Part I – States of the Federation
Part II – Definition and Area Councils of Federal Capital Territory, Abuja
Second Schedule:
Part I – Exclusive Legislative List
Part II – Concurrent Legislative List
Part III – Supplemental and Interpretation
Third Schedule:
Part I – Federal Executive Bodies
Part II – State Executive Bodies
Part III – Federal Capital Territory, Abuja Executive Body
Fourth Schedule: Functions of a Local Government Council
Fifth Schedule:
Part I – Code of Conduct for Public Officers
Part II – Public Officers for the Purposes of the Code of Conduct
Sixth Schedule: Election Tribunals
Seventh Schedule: Oaths
CONSTITUTION OF THE FEDERAL REPUBLIC OF NIGERIA 1999
WE THE PEOPLE of the Federal Republic of Nigeria:
HAVING firmly and solemnly resolved:
TO LIVE in unity and harmony as one indivisible and indissoluble Sovereign Nation under God dedicated to the promotion of inter-African solidarity, world peace, international co-operation and understanding:
AND TO PROVIDE for a Constitution for the purpose of promoting the good government and welfare of all persons in our country on the principles of Freedom, Equality and Justice, and for the purpose of consolidating the Unity of our people:
DO HEREBY MAKE, ENACT AND GIVE TO OURSELVES the following Constitution:
CHAPTER I
GENERAL PROVISIONS
PART I
Federal Republic of Nigeria
Supremacy of the Constitution
1. (1) This Constitution is supreme and its provisions shall have binding force on all authorities and persons throughout the Federal Republic of Nigeria.
(2) The Federal Republic of Nigeria shall not be governed, nor shall any person or group of persons take control of the Government of Nigeria or any part thereof, except in accordance with the provisions of this Constitution.
(3) If any other law is inconsistent with the provisions of this Constitution, this Constitution shall prevail, and that other law shall to the extent of the inconsistency be void.
The Federal Republic of Nigeria
2. (1) Nigeria is one indivisible and indissoluble Sovereign State to be known by the name of the Federal Republic of Nigeria.
(2) Nigeria shall be a Federation consisting of States and a Federal Capital Territory.
States of the Federation and the Federal Capital Territory, Abuja
3. (1) There shall be thirty-six States in Nigeria, that is to say, Abia, Adamawa, Akwa Ibom, Anambra, Bauchi, Bayelsa, Benue, Borno, Cross River, Delta, Ebonyi, Edo, Ekiti, Enugu, Gombe, Imo, Jigawa, Kaduna, Kano, Katsina, Kabbi, Kogi, Kwara, Lagos, Nasarawa, Niger, Ogun, Ondo, Osun, Oyo, Plateau, Rivers, Sokoto, Taraba, Yobe and Zamfara.
Part I First Schedule
(2) Each State of Nigeria named in the first column of Part I of the First Schedule to this Constitution shall consist of the area shown opposite thereto in the second column of that Schedule.
Part I First Schedule
(3) The headquarters of the Government of each State shall be known as the Capital City of that State as shown in the third column of the said Part I of the First Schedule opposite the State named in the first column thereof.
Part II First Schedule
(4) The Federal Capital Territory, Abuja shall be as defined in Part II of the First Schedule to this Constitution.
(5) The provisions of this Constitution in Part I of Chapter VIII hereof shall, in relation to the Federal Capital Territory, Abuja, have effect in the manner set out thereunder.
Part I and II First Schedule
(6) There shall be seven hundred and sixty-eight local government areas in Nigeria as shown in the second column of Part I of the First Schedule to this Constitution and six area councils as shown in Part II of that Schedule.
.....................................
NOTE: This Constitution has 320 Sections, all which shall be published in our forthcoming eBook.
Laws of Rivers State of Nigeria: An Encyclopaedic Guide (2011)
• You can read this eBook on your mobile phone, blackberry, Amazon Kindle, other PDAs (mobile devices), and your computer. General eBook edition available on world-leading eBookstores including Mobipocket.com. Amazon Kindle edition is available on Amazon.com, Amazon.co.uk, Amazon.de, etc.
• It is updated from time to time to reflect changes in the Law - simply re-download updated eBook free of charge.
• Paper edition is also available.
Product description as it appears on Amazon websites (US, United Kingdom, Germany, Canada, France, etc):
Product Description
Rivers State was created out of the former Eastern Nigeria on 27 May 1967 by virtue of the States (Creation and Transitional Provisions) Decree No. 14 of 1967, and inherited Eastern Nigeria legislation in accordance with section 1(5) of the said Decree. Consequently, legislation applicable to Rivers State as at 27 May 1967 consisted of the Laws contained in The Revised Edition of The Laws of Eastern Nigeria 1963 and those enacted between 1963 and 1967. Thereafter, Edicts were promulgated by the successive Military Governors of Rivers State between 1968 and 28 May 1999, interspersed with brief periods of democratic Government that enacted Laws.
The first and only revision of the Laws of Rivers State of Nigeria was published as The Laws of Rivers State of Nigeria 1999 containing legislation still in force at that time. It should be noted that by virtue of section 3 of the Revised Edition (Laws of Rivers State of Nigeria) Law 1991, there may be Laws which, although omitted in The Laws of Rivers State of Nigeria 1999, still have the force of law, just like those included in it. Unfortunately, there is an operational disconnect between the enactment of legislation and their publication in the official form either in the Official Gazette or in bound annual volumes as required by law. Consequently, it becomes a Herculean task to search for every piece of legislation which may be hidden in volumes of files containing signed copies or among thousands of copies of the Official Gazette littered in several locations! Herein lies one aspect of the indispensability of this book, the first edition of which was published in 1994. Without this book, even lawyers may not be aware of some of the existing Laws.
This eBook shall be updated from time to time (throughout a particular year) to reflect changing developments in the Laws of Rivers State of Nigeria. Therefore, readers should remember to check for updates and re-download the latest version from their account free of charge. New editions shall be published yearly in this eBook format. The Laws of the Federation of Nigeria eBook, Nigerian Constitution eBook, Nigerian Law of Evidence eBook (containing full text of the Nigerian Evidence Act 2011), and Nigerian Company Law eBook (containing full text of the Nigerian Companies and Allied Matters Act 1990 with all amendments) shall be available soon in general eBook format and Amazon Kindle eBook format. More resources on Nigerian law are available on the companion Nigerian Law Resources website (www.nigerianlawresources.com).
Table of Contents:
1. Updates and Editions Information
2. Comments on this Book
3. Abbreviations and Guide Notes
4. Acknowledgments
5. About the Author
6. Introduction
7. Part 1: Chronological Table of Laws of Rivers State of Nigeria (Laws of Eastern Nigeria 1963 – 2011 Rivers State Laws)
8. Part 2: Alphabetical Table of Laws of Rivers State of Nigeria (Laws of Eastern Nigeria 1963 – 2011 Rivers State Laws)
9. Part 3: Laws of Rivers State of Nigeria (Laws of Eastern Nigeria 1963 – 1998 Rivers State Laws) with Notes
10. Part 4: Laws of Rivers State of Nigeria 1999 (Revised Statute Book) and Laws made thereafter (1999 - 2011) with Notes
11. Chapters of the Laws of Rivers State of Nigeria 1999
12. Appendices
The Author
The author, Leesi Ebenezer Mitee, holds a Master of Laws (LLM) degree of the University of Huddersfield (United Kingdom). He is a Barrister & Solicitor of the Supreme Court of Nigeria, lecturer, and former Law Research Consultant to the United Nations Development Programme (UNDP) on the Capacity Development for Social Reconciliation Project that provided the juridical foundation of the West Africa Moratorium on Small Arms (light weapons) in 1998. He became a Law Research Consultant to the Rivers State of Nigeria Government in 1994 based on his expertise in the Laws of Rivers State, as evidenced by the first edition of this book.
Product details
Format: Kindle Edition
File Size: 489 KB
Publisher: Worldwwide Business Resources, United Kingdom; 2 edition (24 Sep 2011)
Sold by: Amazon Media EU S.à r.l.
Language English
ASIN: B005O052TA
The gateway to Nigerian Law, Nigerian Law eBooks, Nigerian Legislation, Nigerian Constitution, Nigerian Law Firms & Lawyers, Nigerian Law Forum, Nigerian Legal Education, Nigerian Legal System, Nigerian Judiciary, Nigerian Legislature, Nigerian Law Dissertations and Theses, Nigerian Human Rights Law, Nigerian Law Research & Consultancy, Nigerian Law Conferences, Seminars, Workshops, Nigerian Law Watch, and Nigerian Law News
Laws of Bayelsa State of Nigeria
Companies and Allied Matters Act 1990 No. 1
(Chapter C20 of the Laws of the Federation of Nigeria 2004)
Commencement: 2 January 1990
An Act to establish the Corporate Affairs Commission, provide for the incorporation of companies and incidental matters, registration of business names and the incorporation of trustees of certain communities, bodies and associations.
Sections 35 – 49
Registration of Companies
35. (1) As from the commencement of this Act, a company shall be formed in the manner set out in this section.
(2) There shall be delivered to the Commission-
(a) the memorandum of association and articles of association complying with the provisions of this Part of this Act;
(b) the notice of the address of the registered office of the company and the head office if different from the registered office;
(c) a statement in the prescribed form containing the list and particulars together with the consent of the persons who are to be the first directors of the company;
(d) a statement of the authorised share capital signed by at least one director; and
(e) any other document required by the Commission to satisfy the requirements of any law relating to the formation of a company.
(3) A statutory declaration in the prescribed form by a legal practitioner that those requirements of this Act for the registration of a company have been compiled with shall be produced to the Commission, and it may accept such a declaration as sufficient evidence of compliance:
Provided that there where the Commission refuses a declaration, it shall within thirty days of the date of receipt of the declaration send to the declarant a notice of its refusal giving the grounds of such refusal.
36. (1) The Commission shall register the memorandum and articles unless in its opinion-
(a) they do not comply with the provisions of this Act; or
(b) the business which the company is to carry on, or the objects for which it is formed, or any of them, are illegal; or
(c) any of the subscribers to the memorandum is incompetent or disqualified in accordance with section 20 of this Act; or
(d) there is non-compliance with the requirement of any other law as to registration and incorporation of a company; or
(e) the proposed name conflicts with or is likely to conflict with an existing trade mark or business name registered in Nigeria.
(2) Any person aggrieved by the decision of the Commission under subsection (1) of this section, may give notice to the Commission requiring it to apply to the court for directions and the Commission shall within twenty-one days of the receipt of such notice apply to the court for the directions.
(3) The Commission may, in order to satisfy itself as provided in subsection (1) (c) of this section, by instrument in writing require a person subscribing to the memorandum to make and lodge with the Commission, a statutory declaration to the effect that he is not disqualified under section 20 of this Act from joining in forming a company.
(4) Steps to be taken under this Act to incorporate a company shall not include any invitation to subscribe for shares or otherwise howsoever on the basis of a prospectus.
(5) Upon registration of the memorandum and articles, the Commission shall certify under its seal-
(a) that the company is incorporated;
(b) in the case of a limited company, that the liability of the members is limited by shares or by guarantee; or
(c) in the case of an unlimited company, that the liability of the members is unlimited; and
(d) that the company is a private or public company, as the case may be.
(6) The certificate of incorporation shall be prima facie evidence that all the requirements of this Act in respect of registration and of matters precedent and incidental to it have been compiled with and that the association is a company authorised to be registered and duly registered under this Act.
37. As from the date of incorporation, the subscriber of the memorandum together with such other persons as may, from time to time, become members of the company, shall be a body corporate by the name contained in the memorandum, capable forthwith of exercising all the powers and functions of an incorporated company including the power to hold land, and having perpetual succession and a common seal, but with such liability on the part of the members to contribute to the assets of the company in the event of its being wound up as is mentioned in this Act.
Capacity and powers of companies
38. (1) Except to the extent that the company's memorandum or any enactment otherwise provides, every company shall, for the furtherance of its authorised business or objects, have all the powers of a natural person of full capacity.
(2) A company shall not have or exercise power either directly or indirectly to make a donation or gift of any of its property or funds to a political party or political association, or for any political purpose; and if any company, in breach of this subsection makes any donations or gift of its property to a political party or association, or for any political purpose, the officers in default and any member who voted for the breach shall be jointly and severally liable to refund to the company the sum or value of the donation or gift and in addition, the company and every such officer or member shall be guilty of an offence and liable to a fine equal to the amount or value of the donation or gift.
39. (1) A company shall not carry on any business not authorised by its memorandum and shall not exceed the powers conferred upon it by its memorandum or this Decree.
(2) A breach of subsection (1) of this section, may be asserted in any proceedings under sections 300 to 313 of this Decree or under subsection (4) of this section. (3) Notwithstanding the provisions of subsection (1) of this section, no act of a company and no conveyance or transfer of property to or by a company shall be invalid by reason of the fact that such act, conveyance or transfer was not done or made for the furtherance of any of the authorised business of the company or that the company was otherwise exceeding its objects or powers.
(4) On the application of-
(a) any member of the company; or
(b) the holder of any debenture secured by a floating charge over all or any of the company’s property or by the trustee of the holders of any such debentures,
the court may prohibit by injunction, the doing of any act or the conveyance or transfer of any property in breach of subsection (1) of this section.
(5) If the transactions sought to be prohibited in any proceeding under subsection (4) of this section are being, or are to be performed or made pursuant to any contract to which the company is a party, the court may, if it deems the same t be equitable and if all the parties to the contract are parties to the proceedings, set aside and prohibit the performance of such contract, and may allow to the company or to the other parties to the contract compensation for any loss or damage sustained by them by reason of the setting aside or prohibition of the performance of such contract but no compensation shall be allowed for loss of anticipated profits to be derived from the performance of such contract.
40. (1) Where there is provision in the memorandum of association of a company restricting the powers and capacity of the company to carry on its authorised business or object, the restriction may be relied on and have effect only for the purpose of-
(a) proceedings against the company by a director or member of the company, or where the company has issued debentures secured by a floating charge over all or any of the company’s property, by the holder of any of the debentures or the trustee for the holders of the debentures; or
(b) proceedings by the company or a member of the company against the present of former officers or the company for failure to observe any such restriction; or
(c) proceedings by the Commission or a member of the company to wind up the company; or
(d) proceedings for the purpose of restraining the company or other person from acting in breach of the memorandum or directing the company or such person to comply with the same.
(2) A person may not in proceedings referred to in subsection (1) (a) (b) or (c), of this section, rely on a restriction of the power or capacity of the company contained in the memorandum in any case where he voted in favour of, or otherwise expressly or by conduct agreed to the doing of an act by the company or the conveyance by or to the company of property which, it is alleged in the proceedings, was or would be contrary to such a restriction.
Effect of memorandum and articles
41. (1) Subject to the provisions of this Decree, the memorandum and articles, when registered, shall have the effect of a contract under seal between the company and its members and officers and between the members and officers themselves whereby they agree to observe and perform the provisions of the memorandum and articles, as altered from time to time in so far as they relate to the company, members, or officers as such.
(2) All money payable by any member to the company under the memorandum or articles shall be a debt due from him to the company and shall be of the nature of a speciality debt.
(3) Where the memorandum or articles empower any person to appoint or remove any director or other officer of the company, such power shall be enforceable by that person notwithstanding that he is not a member or officer of the company.
(4) In any action by any member or officer to enforce any obligation owed under the memorandum or articles to him and any other member or officer, such member or officer may, if any other member or officer is affected, by the alleged breach of such obligation with his consent, sue in a representative capacity on behalf of himself and all other members or officers who may be affected other than any who are defendants and the provisions of Part XI of this Decree shall apply.
Member's right to copy of memorandum and articles
42. (1) A company shall, on being so required by any member, send to him a copy of the memorandum and of the articles, if any, and a copy of any enactment which alters the memorandum, subject to payment, in the case of a copy of the memorandum and of the articles, of N20 or such less sum as the company may prescribe and in the case of a copy of an enactment of such sum not exceeding the published price thereof as the company may require.
(2) If a company makes default in complying with this section, the company and every officer of the company who is in default shall be liable for each offence to a fine not exceeding N25.
43. (1) Where an alteration is made in the memorandum of a company every copy of the memorandum issued after the date of the alteration shall be in accordance with the alteration.
(2) If, where any such alteration has been made, the company at any time after the date of the alteration issues any copies of the memorandum which are not in accordance with the alteration, it shall be liable to a fine not exceeding N25 for each copy so issued, and every officer of the company who is in default shall be liable to the like penalty.
Alteration of memorandum and articles
44. (1) A company may not alter the conditions contained in its memorandum except in the cases and in the manner and to the extent for which express provision is made in this Decree.
(2) Only those provisions which are required by section 27 of this Decree or by any other specific provision contained in this Decree, to be stated in the memorandum of the company concerned shall be deemed to be conditions contained in its memorandum.
45. (1) The name of the company shall not be altered except with the consent of the Commission in accordance with section 31 of this Decree.
(2) The business which the company is authorised to carry on or, if the company is not formed for the purpose of carrying on business, the objects or which it is established may be altered or added to in accordance with the provisions of section 46 or of Part XV of this Decree.
(3) Any restriction on the powers of the company may be altered in the same way as the business or object of the company.
(4) The share capital of the company may be altered in accordance with the provisions of section 100 to 111 of this Decree but not otherwise.
(5) Subject to section 49 of this Decree, any other provision of the memorandum may be altered in accordance with section 46 of this Decree, or as otherwise provided in this Decree.
46. (1) A company may, at a meeting of which notice in writing has been duly given to all members (whether or not otherwise entitled thereto), by special resolution alter the provisions of its memorandum with respect to the business or objects of the company:
Provided that if an application is made to the court in accordance with this section for the alteration to be cancelled, it shall not have effect except in so far as it is confirmed by the court.
(2) An application under this section may be made to the court-
(a) by the holders of not less in the aggregate than fifteen per cent in nominal value of the company’s issued share capital or any class thereof or, if the company is not limited by shares not less than fifteen per cent of the company’s members; or
(b) by the holders of not less than fifteen per cent of the company’s debentures entitling the holders to object to alterations of its objects:
Provided that any such application shall not be made by any person who has consented to or voted in favour of the alteration.
(3) An application under this section shall be made not later than twenty-eight days after the date on which the resolution altering the company’s business or objects was passed, and may be made on behalf of the persons entitled to make the application by such one or more of their number as they may appoint in writing for the purpose.
(4) On an application under this section, the court may make an order confirming the alteration either wholly or in part and on such terms and conditions as it thinks fit, and may adjourn the proceedings in order that an arrangement may be made to the satisfaction of the court for the purchase of the interest of dissentient members, and the court may give such directions and make such orders as it thinks expedient for facilitating or carrying into effect any such arrangement:
Provided that no part of the capital of the company shall be expended in any purchase.
(5) The debentures entitling the holders to object to alterations of a company’s business or objects shall be any debentures secured by a floating charge.
(6) The special resolution altering a company’s business or objects shall require the same notice to the holders of any such debentures as to members of the company; and in default of any provisions regulating the giving of notice to any such debenture holders, the provisions of the company’s articles regulating the giving of notice to members shall apply.
(7) Where a company passes a resolution altering its business or objects and-
(a) application is thereafter made to the court for its confirmation under this section, the company shall forthwith give notice to the Commission of the making of the application, and thereafter there shall be delivered to the Commission within 15 days from the date of its making-
(i) a certified true copy of the order in the case of refusal to confirm the resolution; and
(ii) a certified true copy of the order in the case of confirmation of the resolution together with a printed copy of the memorandum as thereby altered;
(b) no application is made with respect thereto to a court under this section, the company shall within fifteen days from the end of the period for taking such an application deliver to the Commission a copy of the resolution as passed; and if the Commission-
(i) is satisfied, a printed copy of the memorandum as altered by the resolution shall forthwith thereafter be delivered to it;
(ii) is not satisfied, it shall give notice in writing to the company of its decision and an appeal from its decision shall thereafter lie to the court at the suit of any person aggrieved, if made within 21 days from the date of the receipt by the company of the notice of the rejection, or within such extended time as the court may allow.
(8) The court may at any time extend the time for the delivery of documents to the Commission under paragraph (a) of subsection (7) of this section for such period as the court may think proper.
(9) If a company makes default in giving notice or delivering any document to the Commission as required by subsection (6) of this section, the company and every officer of the company who is in default shall be liable to a fine of N50.
(10) The validity of an alteration of the provision of a company’s memorandum with respect to the business or objects of the company shall not be questioned on the ground that it was not authorised by subsection (1) of this section except in proceedings taken for the purpose (whether under this section or otherwise) before the expiration of twenty-one days after the date of the resolution in that behalf; and where any such proceedings are taken otherwise than under this section, subsections (6), (7) and (8) of this section shall apply in relation thereto as if they had been taken under this section, and as if an order declaring the alteration invalid were an order cancelling it and as if any order dismissing the proceedings were an order confirming the alteration.
(11) In this section "member" includes any person financially interested in the company.
47. (1) Subject to the provisions of section 44 of this Act and of this section and of any Part of this Act which preserves the rights of minorities in certain cases) any provision in a company's memorandum which might lawfully have been in articles of association instead of in the memorandum may be altered by the company by special resolution; but if an application is made to the court for the alteration to be cancelled, the alteration shall not have effect except in so far as it is confirmed by the court.
(2) This section shall not apply where the memorandum itself provides for or prohibits the alteration of all or any of the said provisions, and shall not authorise any variation or abrogation of the special rights of any class of members.
(3) Subsections (2), (3), (4), (7), (8) and (9) of section 46 of this Act (which relate to mode of alteration of business or objects) except paragraph (b) of subsection (2) thereof shall apply in relation to any alteration and to any application made under this section as they apply in relation to alterations and to applications made under that section.
(4) This section shall apply to a company's memorandum whether registered before or after the commencement of this Decree.
48. (1) Subject to the provisions of this Decree and to the conditions or other provisions contained in its memorandum, a company may by special resolution alter or add to its articles.
(2) Any alteration or addition so made in the articles shall, subject to the provisions of this Decree, be as valid as if originally contained therein and be subject, in like manner, to alteration by special resolution.
49. Save to the extent to which a member of a company agrees in writing at any time to be bound thereby, and anything to the contrary in the memorandum or articles notwithstanding, the member shall not be bound by any alteration made in the memoradnum or articles of the company requiring him on or after the date of the alteration to-
(a) take or subscribe for more shares than he held at the date on which he became a member; or
(b) increase his liability to contribute to the share capital of the company; or
(c) pay money by any other means to the company.