COMPLETE AND COMPREHENSIVE COMPANY LAW NOTE

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THIS CONTAINS A COMPREHENSIVE AND COMPLETE COMPANY LAW NOTE, SUITABLE FOR LAW TEACHERS, LEGAL PRACTITIONERS, STUDENTS (BOTH AT UNDERGRADUATE AND LAW SCHOOL) AND THE GENERAL PUBLIC.

COURSE OUTLINE

CORPORATE AFFAIRS COMMISSION (CAC)

FORMATION OF A COMPANY

• Taking instructions from the client.

• Preparation of the incorporation documents.

• Filing and Registration at the CAC.

• Effect of Incorporation.

ALIEN PARTICIPATION IN BUSINESS

•Right of foreigners to do business in Nigeria.

•Procedure for alien participation.

•Permits and Approvals for alien participation.

 RELIEFS AND INCENTIVES FOR DOING BUSINESS IN NIGERIA

ALTERATION OF MEMORANDUM AND ARTICLES OF ASSOCIATION.

 CONVERSION AND RE-REGISTRATION OF COMPANIES.

 PRELIMINARY MATTERS BEFORE COMMENCEMENT OF BUSINESS.

•Promoters

•Nature of Company Contracts.

•Pre-incorporation Contracts.

 DIRECTORS

 SECRETARY

 MEMBERSHIP OF A COMPANY.

 MEETINGS AND PROCEEDINGS OF A COMPANY.

 QUORUM FOR MEETINGS.

 RESOLUTIONS

•Ordinary

•Special

 MAJORITY RULE AND MINORITY PROTECTION

 COMPANY SECURITIES

•Shares

•Debentures (loans)

 PUBLIC ISSUE OF SECURITIES

 FINANCIAL STATEMENT AND AUDIT

 ANNUAL RETURN

 UNIT TRUST

 RECONSTRUCTION AND AMALGAMATION OF COMPANIES

•Arrangement on Sale of Company’s Property – Section 538 of CAMA

•Arrangement and Compromise – Sections 539 – 540 of CAMA.

•Merger.

•Take Over.

WINDING UP

PART B

PARTNERSHIP AND REGISTRATION OF BUSINESS NAME

PART C

INCORPORATED TRUSTEES

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COMPLETE AND COMPREHENSIVE COMPANY LAW NOTE

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