CAMA 2020: Buhari Signs Revised Business Regulation Law

CAMA 2020, Company and Allied Matters Act, the law that regulates business in Nigeria has been revised first time in 30 years and signed by President Buhari.

TheConscienceNG reports that the reformed Bill, CAMA 2020, now caters for and recognises modern and digital business realities, requirements and approaches, nullifying old and archaic rules that have guided business incorporation, operations and corporate governance rules for 30 years in Nigeria.

President Buhari on August 7 signed the revised Companies and Allied Matters Bill, 2020, which was recently passed by the National Assembly, into law, the first reform of CAMA, one of the most important pieces of business legislation in Nigeria, since it was first introduced 30 years ago.

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The Companies and Allied Maters Act, 2020 (“CAMA 2020”), which repeals and replaces the Companies and Allied Matters Act, 1990 (the “Repealed Act”) provides a robust framework for reforming identified onerous legal, regulatory and administrative bottlenecks which, for three decades, have made doing business in Nigeria substantially difficult (particularly for Micro, Small and Medium Enterprises (MSMEs)), and impeded investments into Nigeria.

TheConscienceNG gathers business -friendly changes that the revised Bill introduces include that:

The revised Act allows single member/shareholder companies to be incorporated in Nigeria – before now the minimum number of shareholders was two (2). Now one person can incorporate.

The new CAMA makes it easier and cheaper for small and medium-sized enterprises to register in Nigeria, by reducing filing fees.

The new CAMA makes Provisions for electronic filing, electronic share transfer and e-meetings for private companies. Certified True Copies of electronically-filed documents are now admissible in court; possessing equal validity with the original documents.

The new CAMA allows for the creation of “limited liability partnerships” (LLP) and “limited partnerships” (LP) – which combine the tax benefits of a partnership with the greater liability protection of the owners of a private company.

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The new CAMA enhances minority shareholder protection, by prohibiting a person from simultaneously holding the positions of Chairman and CEO of a private company.

With the new CAMA, Procuring a common seal is no longer a mandatory requirement for companies, in line with international best practice.

With the new CAMA, “Company Secretary” is now optional for private companies.