Foreign Participation in Nigerian Business Sector

History of Foreign Participation in Nigeria

The legal regime on foreign participation has evolved through distinct phases:

1. The position after independence, but before 1972.
2. The position after 1972 – Nigerian Enterprises Promotion Decrees 1972 and 1977.
3. The steps taken in 1987 – Nigerian Enterprises Promotion Decree 1989 (introducing non-voting equity shares).
4. The further steps taken in 1989 – Nigerian Enterprises Promotion Decree 1989.
5. The 1995 liberalisation – Nigerian Investment Promotion Decree 1995 and the Foreign Exchange (Monitoring and Miscellaneous Provisions) Decree.

Effect of the 1995 Liberalisation – Ss 25 & 26 NIPCA

The 1995 reforms modernised rules on:

• Expropriation and nationalisation of enterprises and compensation issues;
• Transfer of funds;
• Settlement of disputes;
• Repatriation of funds;
• Disclosure of source of foreign currency; and
• Nature of business permitted.

Introduction - Who May Do Business in Nigeria?

• A foreigner is free to do business alone or in partnership with any other person.
• No one (foreigner or Nigerian) can engage in businesses on the negative list.

Regulatory Laws and Institutions

Law	Institution / Main Functions
Companies and Allied Matters Act 2020	Corporate Affairs Commission (CAC) – company registration, exemption, regulation, monitoring.
Investment and Securities Act 2007	Securities and Exchange Commission (SEC) – FDI and FPI registrations.
Nigerian Investment Promotion Commission Act 1995 (NIPCA)	Nigerian Investment Promotion Commission (NIPC); One Stop Investment Centre (OSIC) – registration of companies with CAC, incentives processing.
National Office of Technology Acquisition and Promotion Act (NOTAPA)	National Office of Technology Acquisition and Promotion (NOTAP) – technology registration, exemption.
Immigration Act	Nigerian Immigration Service (NIS) – business permits, residence permits, expatriate quota, CERPAC (green card), issuance of visa.
Industrial Inspectorate Act	Industrial Inspectorate Division, Federal Ministry of Industries – approval of capital expenditure, issuance of certificate of acceptance of fixed assets.
Foreign Exchange (Monitoring and Miscellaneous Provisions) Act (FEMMPA)	Autonomous Foreign Exchange Market (AFEM) – capital importation and waiver of interest for capital importation.
Central Bank of Nigeria Act 2007	Central Bank of Nigeria (CBN) – general regulation of the economy.
Companies Income Tax Act (CITA)	Tax regime applicable to companies.
Personal Income Tax Act (PITA)	Tax regime applicable to individuals.
Pioneer Status Incentive Regulation 2014	Framework for pioneer status tax holidays.
Industrial Development (Income Tax Relief) Act 2014	Income tax relief for industrial development.