Pre-Incorporation Contracts: an Examination of the Conceptual Confusion

11292 Words Jul 11th, 2015 46 Pages
UNIVERSITY OF BENIN, BENIN-CITY
SCHOOL OF POST-GRADUATE STUDIES
FACULTY OF LAW
DEPARTMENT OF BUSINESS LAW

MODULE: COMPANY LAW, MANAGEMENT AND FINANCE
(BUL701)

TOPIC; PRE-INCORPORATION CONTRACTS: THE EXAMINATION OF THE CONCEPTUAL CONFUSION

By

Esther Adilli Ikenye

Being a seminar paper presented at the Fourth Edition of the Company Law, Management and
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Company law legislation in Nigeria has undergone changes in recent years as against the position that was previously acceptable under English Common Law. At present, the legislation governing the activities of companies in Nigeria is the Companies and Allied Matters Act, 2004 (as Amended). The purpose of this piece of legislation is, inter alia, to encourage entrepreneurship and enterprise efficiency, to create flexibility and simplicity in the formation and maintenance of companies, and to provide for the creation, role and use of companies in a manner that enhances the economic welfare of the country. The Act introduced an extensive and renewed approach to the regulation of pre-incorporation contracts in an attempt to address the shortcomings of the common law rule on the subject. This paper is an attempt to explore the impact and effect that the Act has had in resolving the age long confusion surrounding the concept of pre-incorporation contracts, and the shortcomings, if any, of the Act on the subject.
In order to determine what impact the Act has had on resolving the confusion relating to pre-incorporation contracts, these contracts must first be placed in their…

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