Category: Commercial Law
-
Does a Trademark Registration Grant You Immunity from a Trademark Infringement or Passing Off Lawsuits? Key Lessons from Dike Geo Motors Ltd. v. Allied Signal Inc. (2024) 10 NWLR (Pt. 1946) 201
Introduction One of the key advantages of a trademark registration is that it confers on the Applicant an exclusive right to use the registered trademark for a category of goods. This protection is contained in section 5 of the Trade Marks Act, CAP T13 Laws of the Federation of Nigeria (L.F.N) 2004. There is a…
-
Performance Bond: An Owner’s Recourse in Contractual Default
The Performance Bond stands as a critical instrument in managing construction and high-stakes contractual risk, serving not merely as supplementary documentation but as a robust guarantee of project completion. It constitutes an agreement wherein a Surety guarantees an Owner (Obligee) that a Contractor (Principal) will faithfully fulfil its contractual obligations. In essence, the bond is…
-
Understanding How To Prosecute a Copyright Infringement Claim in Nigeria: A Review of the Supreme Court’s Judgment in Ubom v. Globacom (Nig.) Ltd. (2025) 6 NWLR (Pt. 1985) 157
Introduction Copyright infringement is the unauthorised use of a copyrighted work without the authorisation of the copyright holder. Such unauthorised use includes: reproduction and distribution of the said work. A breach of contract, on the other hand, occurs when a party breaches the terms of the contract, and the other party decides to sue for…
-
When a Pending Lawsuit Will Not Be Enough to Prevent the Winding Up of a Company: Key Lessons from Unifam Industries v. Ecobank (2019) 1 NWLR 187
Introduction The case of UNIFAM INDUSTRIES LIMITED V. ECOBANK NIGERIA LIMITED (SC.149/2005) was heard by the Supreme Court of Nigeria, with judgment delivered on Friday, 8 June 2018. The central issue revolved around whether a petition for the winding-up of a company due to its inability to pay its debts constituted an abuse of court…
-
WHEN SHOULD YOU AMEND YOUR COMPANY’S MEMORANDUM AND ARTICLES OF ASSOCIATION (MEMART)? TRIGGERS YOU’RE LIKELY IGNORING
INTRODUCTION For many companies, the Memorandum and Articles of Association (“MEMART”) is drafted at incorporation and rarely revisited. Yet under the Companies and Allied Matters Act (CAMA) 2020, it remains the backbone of a company’s identity, governance, and operations. As businesses grow through capital raises, restructuring, or expansion, their MEMART must grow with them. An…
-
The Exclusive Powers of Local Government to Regulate Outdoor Advertising in Nigeria: A Review of the Federal High Court’s Decision in Massilia Motors Limited -v- Advertising Regulatory Council of Nigeria (unreported Suit No. FHC/L/CS/1044/2025, judgment delivered on 7 November 2025)
Introduction Since the Federal High Court of Nigeria delivered its judgment in Digi Bay Limited & 2 Others -v- Attorney General of the Federation & Anor on 29 April 2025, by upholding the powers of the Advertising Regulatory Council of Nigeria to regulate advertising in Nigeria, the Advertising Regulatory Council of Nigeria (ARCON) increased its…
-
Understanding How to Claim Special Damages in a Breach of Contract Case: A Review of the Supreme Court’s Decision in Ajigbotosho v. Renolds Const. Co. Ltd (2019) 3 NWLR (Pt. 1659) 287
Introduction In a breach of contract claim, damages fall into two broad categories: general and special. While general damages are presumed to flow naturally from the breach, special damages are exceptional; they are losses that do not necessarily arise as a matter of course from the act complained of. In UBA Plc v. Ogundokun (2009)…
-
Remedies Available to Aggrieved Minority Shareholders in a Company: A Review of the Supreme Court’s Decision in Mainstreet Bank Registrars Ltd and ors v. Temitope O. Oshinuga (2024) LPELR-62980 (SC)
Introduction A fundamental principle of company law is that a company is a separate legal entity distinct from its shareholders and directors. This distinction raises an important question: who has the right to sue when a wrong is committed against the shareholders or the company? Section 341 of the Companies and Allied Matters Act 2020…
-
THREE REGULATORY RISKS TO BE AWARE OF UNDER THE COMPANIES AND ALLIED MATTERS ACT (CAMA) 2020
Introduction: In Nigeria, registering a company with the Corporate Affairs Commission (“CAC”) is only the first step towards building a compliant business. With the CAC rigorously enforcing the provisions of the Companies and Allied Matters Act (CAMA) 2020 and the Corporate Affairs Commission Regulations 2021, companies must prioritise statutory reporting and disclosure obligations to avoid…