The Business Facilitation (Miscellaneous Provisions) Act was signed and enacted into law by President Muhammadu Buhari in February 2023. The Act aims to (i) promote the ease of doing business in Nigeria by ensuring transparency and regulatory efficiency; and (ii) facilitate the growth of businesses in Nigeria by reducing the time of applications Ministries, Departments and Agencies (MDAs) of the Federal Government. The Act also amends outdated provisions of relevant legislations in various industries. This article highlights some of the key provisions of the Act that will impact how business is being carried out in Nigeria.
This is the second part of our two-part series on the Business Facilitation Act 2023 where we analyse notable changes made to the following laws:
- the Investment and Securities Act;
- Nigerian Export Promotion Council Act;
- Custom and Excise Management Act;
- National Office for Technology Acquisition and Promotion Act;
- Nigerian Custom Service Board Act; Nigerian Investment Promotion Commission Act;
- Nigerian Ports Authority Act;
- Patent and Design Act;
- Trademarks Act;
- Pension Reform Act; Standard Organisation of Nigeria Act;
- Foreign Exchange (Monitoring and Miscellaneous Provisions) Act;
- Industrial Inspectorate Act;
- Industrial Training Fund Act;
- Export (Prohibition) Act;
- Financial Reporting Council Act;
- National Housing Fund Act;
- National Planning Commission Act; and
- Nigerian Oil and Gas Industry Content Development Act.
Pre-BFA Now – BFA (2023) Implications
| Section 67 of the Investment and Securities Act permits only authorised public companies, statutory bodies, or banks (in Nigeria), to offer corporate securities to the public, or deposit money with any Nigerian company for such purposes. | The new subsection now allows a private company through any lawful means, as the Commission may by regulation prescribe, to allot any securities to the public for subscription. |
Section 67 of ISA has been amended. The new subsection seeks to ensure that private companies, through lawful means prescribed by the Securities Exchange Commission, are also able to offer and allot their company securities to the public for subscription. The former provision of the law allowed this for only public companies and statutory organizations. One of the main functions of the Securities Exchange Commission is to protect the public from being defrauded or from investing in companies that are not registered with the commission. Given that the Commission does not regulate the private entities, a concern that could arise, would be whether the members of the public would have access to information regarding the financial statements, managerial competence, and corporate information/ operations of the private entities for instance. |
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Section 2 of the Nigerian Export Promotion Council Act states that there shall be a governing board of the Council and it shall consist of a Chairman to be appointed by the President on the recommendation of the Minister and the following members:
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A representative of each Federal Ministry under section 2(a) has been amended to include (i) Industry, Trade and Investment, (ii) Mines and Steel, (iii) Agriculture, and (iv) Finance. Section 2(b) has been amended to include a representative of the Bank of Industry ("BoI") and the Central Bank of Nigeria ("CBN"). Section 2(c) has been amended to include an executive director of the Council as well as one person appointed by the Minister from the private sector with experience in industry, commerce, finance, international trade or export promotion. |
The new sections ensure adequate representation of more sectors that are paramount in the administration of businesses on the Nigerian Export Promotion Council's board. |
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The Act introduces the term 'single window' in sections 2, and 18. |
A Single Window Platform was introduced for the facilitation of Nigerian trade. This single window allows traders to submit documentation and data requirements for importation, exportation, or transit to a single-entry point. There is a reduction in the time needed for dispute resolution when buyers appeal to the Nigeria Customs Service because they are not satisfied with the valuation of imported goods1. |
| Section 1 of Export (Prohibition) Act states the goods specified under this Act shall be absolutely prohibited from being exported out of Nigeria. |
The new subsection now allows the Minister for Finance to vary the list of goods prohibited from being exported out of Nigeria. |
This power given to the Minister of Finance will allow for the frequent review and update of the list of prohibited food in line with the current state of the economy as well as the protection of the interest of the local manufacturers. |
| Section 59 of the Financial Reporting Council of Nigeria Act states that the preparation of Financial Reports must be in accordance with standards. |
A new subsection has been introduced and states as follows: "Notwithstanding the provisions of any laws relating to form and content of financial statements in Nigeria, general purpose financial statements prepared by companies, government organisations and corporations shall be prepared in line with standards, regulations, rules and pronouncements issued and adopted by the Financial Reporting Council of Nigeria |
This amendment reemphasizes the standard to be adopted when preparing general purpose financial statements, regardless of any laws pertaining to the form and content of financial statements in Nigeria. This is also in line with the objects of the Financial Report Council of Nigeria as set out in the Act. |
Footnote
1.Section 25 – 28 of the Act
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