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International Journal of
Law
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VOL. 12, ISSUE 2 (2026)
Pre-incorporation contracts under Cama 2020: A comparative study of Nigeria, Ghana, South Africa, and the UK
Authors
Richard U Oyiwona
Abstract
The article examined the legal status of a pre-incorporation contract under the extant Nigerian Companies and Allied Matters Act 2020, with a view to ascertaining the extent to which a company is bound by agreements and contracts entered into prior to the formation of the company. In particular, the article examined the provision of Section 96 of the Companies and Allied Matters Act 2020, which deals in pre-incorporation contracts. By way of comparative analysis, the article examined similar provisions of pre-incorporation contracts under the Ghana Company’s Act, South Africa Company’ Act as well as United Kingdom Company’s Act. The study employed indept content analysis. It was found that while the provision under the Nigerian Companies and Allied Matters Act and it appears to be open-ended in terms of the period/ratification of pre-incorporation contracts. The Ghanaian, South Africa and United Kingdom positions are quite different in that, recognition of pre-incorporation contracts must be done within a given time after which the company would no longer be entitled to rectification or be bound by the pre-incorporation contracts. It was also recommended in this article that a further amendment of the provisions of the Nigerian Companies and Allied Matters Act is imperative to provide a time frame within which the company can rectify pre-incorporation contracts upon coming into existence. Retaining the extant provision under the Companies and Allied Matters Act where it is found that rectification is open-ended in terms of the time frame, could give room to manipulation, as an incorporated company is not suppose to be talking about pre-incorporation contracts after a certain duration of time.
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Pages:375-378
How to cite this article:
Richard U Oyiwona "Pre-incorporation contracts under Cama 2020: A comparative study of Nigeria, Ghana, South Africa, and the UK". International Journal of Law, Vol 12, Issue 2, 2026, Pages 375-378
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