Nigeria Company Law History

Study Notes

The history of Nigeria Company Law is linked to the evolution of English Joint Stock Companies.

1876 marked the beginning of legal regulation of company activities in Nigeria.
Prior to 1876, there were no local laws governing companies in Nigeria, and foreign companies operated with their foreign status.
The Supreme Court Ordinance of 1876 introduced a legal system and received English laws, including the common law and doctrines of equity.
Section 14 of the Ordinance stated that English laws applicable on July 24, 1874, would be in force in Lagos.
The Supreme Court Proclamation of 1900 and 1902 introduced a Supreme Court for Southern and Northern Nigeria, respectively, with provisions making English common law, equity, and statutes applicable in the protectorates.
In 1914, the two protectorates were amalgamated, and a Proclamation was issued to cover the whole country, with Section 14 stating that English common law, equity, and statutes applicable on January 1, 1900, would be in force.

English common law and doctrines of equity applied to company law in England were made applicable in Nigeria.
The Companies Act 1862, which regulated company law in England, became part of the received English law in 1900.

Four principal Companies' statutes have been brought into force since 1900: The Companies' Ordinance 1912, The Companies' Ordinance 1922, The Companies Act 1968, and The Companies and Allied Matters Act, 1990 (now revised as Companies and Allied Matters Act 2004).

This was the first companies' statute in Nigeria, applied to the colony of Lagos and later to the rest of the country.
It provided for the incorporation of companies by registration, with the object of fostering cooperative trading and effort in the country.

This ordinance was introduced after World War I, first applied to the colony of Lagos, and later extended to the rest of the country.
In 1963, it was designated as the Companies Act and continued to regulate companies until its replacement.