By Shuaibu Rukkayya Oyiza
In the past two weeks, I had the opportunity to tag along with the corporate head of the firm I am interning at, on the alteration of the object clause contained in the Memorandum and Articles of Association of a company. The company intended to add a new business to their object clause. The memorandum and articles of association(memart) of a company contains the rules and the objectives for which the company has been formed. And in order to alter the object clause, the memorandum itself has to be altered.
Fast forward to when the corporate head had finished with the drafting of the new object clause, I was asked to type and review the new and the previous object clause. As a 400 level Law student of the prestigious Bayero University, Kano, who has just been introduced to Company Law and the Companies and Allied Matters Act (CAMA) before the ongoing Asuu strike commenced, you could imagine how I felt seeing everything I have learned so far coming to life. With all excitement I got to work, and I asked the Corporate head to give me his word that he will take me along to the Corporate Affairs Commission (CAC) for the submission of the altered Memart for approval.
The procedure is an offline process unlike most of the other CAC operations which are largely on the CAC portal in light of the ease of doing business policy in the Nigerian business scene, hence there was the need to obtain a special resolution from the company containing the company members’ affirmation to the alteration and addition of the new clause. Afterwards, we then proceeded to the CAC for the submission of the new clause for approval.
Upon reaching the CAC, the first thing that caught my attention was the building, it was magnificent and the perfect image of how I imagined the CAC, upon entering the building, the inside was just as the outside, if not better, safe to say I wasn’t disappointed. We consulted the man in charge and some errors were pointed out and we were shown the right format which I studied diligently and hence it was easy for us to make the due corrections and went back for submission.
Upon going back, I was able to learn the due process to follow before one can make submission. First, you are to go for stamp duties section at the Federal Inland Revenue Service (FIRS) (which is also at the same premises) for the payment of the statutory fees for stamp duties and stamping of the documents. Afterwards, we presented the documents which includes the stamped Memorandum and the Articles of Association containing the previous object clause and the new one the company intends to add, an application letter, the special resolution obtained, the receipt for the payment of the CAC dues for the alteration, which in this case was Ten Thousand Naira only, paid through the Remita portal, all of which will be taken to the accountant at the CAC for confirmation of payment and then finally be submitted. We were thereafter told to fill a contact form so that we can be contacted once the alteration was done and once approved the alteration will be reflected on the company’s new memart.
In conclusion, it was an insightful experience which I am looking forward to experience again. With that said, say hi to your future Corporate Lawyer.
- Shuaibu Rukkaya Oyiza is a 400 Level Law Student from the Bayero University, Kano. She is an intern with Fama Firm.