CAMA 2020 has spurred outrage from Christian leaders in the Nation, with many spitting fire on the pulpit and threatening legal actions against the Federal Government. A section of the Act has been termed the Islamization agenda of the President Buhari’s administration, while ‘part of the body of Christ’ have come out to reject the Act.
Entitled “Suspension of Trustees and Appointment of Interim Manager(s),” Section 839 (1) empowers the Commission to suspend trustees of an association and appoint interim managers to manage the affairs of the association where it reasonably believes that- (a) There is or has been misconduct or mismanagement in the administration of the association; (b) it is necessary or desirable for the purpose of;
i. Protecting the property of the association ii. Securing a proper application for the property of the association towards achieving the objects of the association, the purpose of the association of that property or of the property coming to the association, iii. Public interest; or (c) the affairs of the association are being run fraudulently.
Subsection 2: 1. The trustees shall be suspended by an order of Court upon the petition of the Commission or Members consisting of one-fifth of the association, and the petitioners shall present all reasonable evidence or such evidence as requested by the Court in respect of the petition.
What the foregoing provision means is that, rather than the practice before now when NGOs, among which churches and mosques were ranked, operated as Emperors and had absolute powers over their organizations, henceforth, the Corporate Affairs Commission (CAC) has the power to lawfully place on suspension trustees of any of the above associations principally on grounds stated above.
The trustees shall be suspended “by an order of Court” which can only be actioned “upon the petition of the Commission” or “members consisting of one-fifth of the association” alleging mismanagement of their organizations’ funds.
However, there is an urgent need to look into what the Garba Abubakar led Corporate Affairs Commission (CAC) is all about. Also, we must take an objective look into the provisions of the Companies and Allied Matters Act (CAMA).
The Corporate Affairs Commission (CAC) of Nigeria, established in 1990 vide Companies and Allied Matters Act No 1 (CAMA) 1990 as amended, now on Act cap C20 Laws of federation of Nigeria is an autonomous body charged with the responsibility to regulate the formation and management of companies in Nigeria. It carries out its functions through accredited members of Association of National Accountants of Nigeria, Institute of Chartered Accountants of Nigeria, Institute of Chartered Secretaries and Administrators of Nigeria (ICSAN) and the Nigerian Bar Association (NBA). It is headed by a Registrar-General. Prior to the enactment of CAMA, these activities were carried on under the Companies Act 1968.
The commission is made up of 10 members each representing the respective stakeholders, like the accountancy profession, the legal profession and the business community. These stakeholders must have had a civil deliberation on the positive impact of the CAMA 2020 before its public announcement. One of them is the Registrar/CEO, Abubakar Garba, who has a rich knowledge base in key players in the CAC activities. Prior to his engagement at CAC, Abubakar was a former officer with the Nigeria Social Insurance Trust Fund (formerly National Provident Fund) as Compliance Officer between 1991 to 1993 and NICON Insurance between June 1995 to December 1997.
Mr. Abubakar has been a member, Governing Council Nigerian Bar Association Section on Business Law, March 2017 – date, Member, Inter-Agency Committee Against Money Laundering and Terrorists Financing, 2007-date, CAC Focal on Open Government Partnership, amongst others.
Mr Abubakar is also a member, In-House Committee on the Review of the Companies and Allied Matters Act (CAMA). Corporate Affairs Commission (CAC) Services are categorized in parts: PART A – Registry PART B – Registration of Business Names PART C – Registration of Incorporated Trustees (NGO’s)
These categories cover the following services:
• Incorporation of Companies (Private or Public Company, Limited by guarantee)
• Registration of Business Name
• Registration of Incorporated Trustees
• Same Day Incorporation Services under which companies are registered within one day
• Conducting searches
• Issuance of Certified True Copies of filed documents
• Registration of share capital increases, mortgages, etc.
• Processing the statutory filings of Annual Returns, increase, changes in the memo and articles, addresses, etc.
• Arrange or conduct investigations into the affairs of any company where the interests of the shareholders and the public so demand.
• Management and winding-up of companies.
• Monitoring the Compliance with the CAMA by companies.
• Sale of all statutory forms and publications of the Commission
• Responding to enquiries and complaints in respect of the services of the Commission.
• Handling preliminary process of accreditation of Lawyers, Chartered Accountants and Chartered Secretaries who are the recognized professionals and direct users of the Companies Registry.
Under the CAC Act, Four (4) types of companies are recognized for business ventures in Nigeria. Such companies are, Private Limited Company (LTD); Public Limited Company (PLC); Companies limited by guarantee and Unlimited Companies.
The minimum membership for each of these companies is two and the maximum for private companies is fifty members while there is no upper limit for public companies. A minimum share capital of ten thousand Naira is prescribed for private companies and five hundred thousand Naira for public companies with a minimum subscription of 25% of the shares.
According to an apt analysis of a foremost writer and Columnist, Dr. Festus Adedayo in his article, the Companies and Allied Matters Act, 2020 (CAMA 2020), which repealed the Companies and Allied Matters Act, 1990[1] was assented into law by President Muhammadu Buhari on August 7, 2020. Though, its Section 839 (1) and (2) has spurned bitter commentaries against the government, suggesting that it is a document whose main agenda was to Islamize Nigeria. That section has been tagged as offensive by Christian leaders to the religion their practice. That section relates to Trustees of Non-Governmental Organizations, (NGOs). By virtue of this, Nigerian social media scene has been hot, with these religionists mounting the pulpit to denounce CAMA as designed from the pit of hell.
Perhaps, a cognitive look into the Act which has caused an outrage of Pastors, mostly Pentecostal tax-masters across the country would help. First, the law gives the right to suspend trustees of the church to the CAC, the church members themselves and the petition, which must be signed by either the commission or church members, after giving evidence of fraud. Even at that, it is the church that would affect the suspension. So, why the foul cry?
Read in totality, it is obvious that this provision of the law is in the public interest and answers to silent agitations over the years of how church barons had unconscionably looted church funds in the name of God.
Adedayo said “Churches are no longer houses of God but ravenous extensions of business empires of some greedy capitalists who forcefully take people’s money by conjurations of ad- hominem, fiery biblical Armageddon curses if the funds are not surrendered. COVID-19 has shown Nigerians that God inhabits the hearts of men and not elegant sanctuaries where pastors collect mindless tolls”.
Festus Adedayo further queried why the likes of Oyedepo gladly subject themselves to the same rules overseas where they extend the octopodial roots of their financial empires nicknamed church and willy-nilly subject their church administration to the rules of trustees as NGOs? Why then do they dissent in this instance? It is on record that many of them have been fined millions of pounds, escaping the jailhouse by the whiskers in the process, while trying to brandish their Nigerian brand of lawlessness and primitive gluttony abroad.
However, President Buhari’s administration’s proclivity for good-governance and gives no room for any misguided opposition to this section of CAMA 2020. If you sit the religious barons down to a discussion, they are likely to offer as alibi to their dissention to the law the infamous antecedent of Buhari.
There is obviously no way the Government intends to Islamize or ‘Fulanize’ the Nation with the use of CAMA 2020.
With the good expertise of Abubakar and other Board members of CAC, there could be no way the Government intends to impose any unknown mindset on the church.
There may truly be a need to look at the CAMA 2020 Act as a means of foisting accountability on the Nation and non-Government Organisations rather than seeing it as a witch-hunt of church.
Afterall, these same spiritual fathers have failed the Nation woefully in getting spiritual intercession for the affliction of COVID-19 and were totally absent with appropriate palliatives when the pandemic ravaged their Nigerian faithful from whom they have collected even before colonial infiltration into the Nigerian social and political space.
Olamide Adeniji is a member of the editorial board of TheScript Newspaper.
