THE OBJECT CLAUSE: THE POWER BASE OF CORPORATE ENTITIES IN NIGERIA

By

UGWU UKAMAKA S.

Presented To

Department of Accountancy

ABSTRACT

Dating back to the oil boom period, one recalls on the sudden and amazing expansion of our domestic markets with high demands for various products. Particularly immediately after the civil war, Nigeria economy has provided an investment climate in the country.

The need to pull resources together became an impetus among Nigerians. As a result, many companies have been formed and the existing ones expanded. Thus many Nigeria business have come to appreciate investment in stock and share

As regards the above development the Nigeria government started passing legislation to assist Nigeria businessmen in forming limited liability companies. The first of such legislation was the companies Act 1968, and indigenisation Decree 1972 amended 1989 which were all aimed at assisting Nigerians to own or have controlling shares in companies thereby meeting their aspirations.

Currently, the privatization and commercialization of public companies across the country makes the existing laws inadequate. This is the reason behind why the federal government has gone further in promulgating the companies and Allied matter Decree No.1 of 1990.

This decree serves as the main instrument which regulates the formation and control of companies in the country today.

However, in the course of this project work much reference has been made of the companies Decree 1990. at the earlier stage of this write-up, the word "company" was described, its from of existence and the basic documents of the company was described.

The project work has also dealt with the consequence of incorporate entities in Nigeria, viz- a -viz-ultra - vires doctrine. This being the crux of the project work, the writer tried to include various statutory provision especially section 39 (1) CAMD 1990 and judicial authorities as a testimony on how the object clause is the substrata of corporate entities in Nigeria.

However, the project work has been designed mainly in fulfillment for award of the Higher National Diploma in Accounting, it is therefore the hope of the researcher that work would be useful to all and sundry.

TABLE OF CONTENT

Title page (i)

Approval page (ii)

Dedication (iii)

Acknowledgement (iv)

Abstract (v)

Table of content (vi)

Table of cases (vii)

Table of statutes (viii)

CHAPTER ONE

1.0 INTRODUCTION 1

1.1 Statement of study 4

1.2 Purpose of study 4

1.3 Significance of study 5

1.4 Statement of Hypotheses 5

1.5 Scope of the study 6

1.6 Limitation of terms 7

CHAPTER TWO

2.0 REVIEW OF RELATED LITERATURE

2.1 Object clause as the power base of corporate entities

2.2 Ultra vires doctrine 12

2.3 Indoor management rule 36

2.4 Doctrine of constructive notice 43

2.5 Consequences of incorporation 45

2.6 Corporate personality principle 46

2.7 Limited liability 53

CHAPTER THREE

3.0 RESEARCH DESIGN AND METHODOLOGY

3.1 Sources of data 55

Primary data 55

Secondary data 56

3.2 Sample used 56

3.3 Method of investigation 57

CHAPTER FOUR

4.0 DATA PRESENTATION AND ANALYSIS

4.1 Data presentation and Analysis 59

4.2 Test of Hypothesis 65

CHAPTER FIVE

5.0 SUMMARY OF FINDING, CONCLUSION AND RECOMMENDATION.

5.1 Findings 67

5.2 Conclusion 67

5.3 Recommendation 69

BIBLIOGRAPHY 81

APPENDIX