At the Series 13 of the Business Law Weekly of the Nigerian Bar Association Section on Business Law (NBA-SBL), we gleaned from the intellectual stable of the distinguished George Etomi; Founding Partner of George Etomi and Partners and also the Founding Chairman of the Nigerian Bar Association Section on Business Law. This was anchored by Dr Adeoye Adefulu; Chairman , NBA-SBL and Partner, Odujirin & Adefulu.
In Africa, Nigerian legal services are the most respected in the legal market. This places the burden and duty to ensure advancement and competence of the legal market. An important and quite encompassing niche of the legal profession is the Corporate Practice and Transactional Legal Services. The early days of corporate practice in Nigeria were dominated by the law firms and foreign lawyers. The scope of indigenisation of business broke open a floodgate of corporate practice with none or inadequate lawyers to handle transactions. This dealt a sluggish growth of the corporate and commercial law in Nigeria.
George Etomi, in narrating his introduction into the corporate practice, referenced it as being the result of an excellent mentorship and good friendship. He noted that he was initiated into the corporate practice by his mentor and a 1st generation lawyer in corporate practice, Chris Ogunbanjo, whom he came to understudy, through a referral by Udo Udoma. He stated that the second generation of corporate practitioners included himself, Udo Udoma and a few others and that generation was immediately followed by Asue Ighodalo and Bode Johnson.
According to George Etomi, there are five key criteria or ethics expected from every lawyer in corporate practice, whether as an in-house counsel or a transactional lawyer. They are as follows:
• Confidence in negotiation, to be manifested through one’s composure, conduct and knowledge
• Preparedness and knowledgeability of facts and figures
• Willingness to learn from one another.
TRICKS TO GROWTH
Discussing the tips to a successful corporate practice, Etomi proposes two key factors: Protect and Project.
• Addressing the issue of protecting the corporate practice in Nigeria, he said that at the core of corporate practice is the prosperity of corporate lawyers and the advancement of the client-base of the African legal market. He emphasized that the role of friendship can never be underestimated in corporate practice. Lawyers owe a duty to the client to seek assistance and collaboration from expert colleagues in areas where they know they lack expertise. This is because the client has overriding interest over any competitive interest Lawyers may have. Additionally, he hinted that globalisation and technology have broadened the scope of competition to peers beyond the Nigerian hemisphere even to an intercontinental scope ( e.g. multinational transactions where one can have lawyers from different jurisdictions advising on the same transaction) hence the need for an excellent knowledge of trade laws and practice by these lawyers. He further encouraged lawyers and law firms to invest in innovations and technological upgrade facilities.
• On the nature of projection required of the practice, he stated that a poor awareness in the capacity of Nigerian lawyers in corporate transactions and a lack of knowledge of the available opportunities for lawyers in the corporate world, are the results of poor projection in the corporate practice. He expounds that poor projection accounts for the lack of knowledge of in-house counsel on the capacity of practising lawyers and a lack of confidence in their capacity. He specifically mentioned that as the main reason for the establishment of the SBL to encourage increased collaboration between in-house counsel and private practitioners. This is to orient the private practitioner on what is expected of him and imbibe confidence in the in-house counsel on the delivery capability of the said practitioner.
• Analysing the worth of the legal services market, he opined that the legal services market is estimated to be at around 800 billion dollars and expected to attain a value of one trillion by 2026 in tandem with the expansion of global services market, as globalisation and all other barriers to the free flow of economy are lowered. He advised lawyers to strive to be ready and tap into the opportunities such as the UK-Nigeria trade economy. He also emphasised the need for African lawyers to collaborate to foster growth and leverage opportunities as the African Continental Free Trade Area comes to the fore.
• When asked on the right approach to tackle the inability to ascertain the size and scope of the legal market in Nigeria, he recommended that all hands (not just the SBL) must be on deck to determine and grow the Nigerian legal market. He asserted that the Governments are the highest consumers of legal services and the greatest skeptics of the transactional lawyer’s capability hence the need to collaborate with them to enact business friendly and trade favourable laws and policies, and avoid laws that undermine the African legal services and African Corporate Law practice. He also urged the SBL to undertake a conscious engagement of indigenous and African Law firms in the activities and Conferences of the SBL.
The legal luminary gave a brief history of the SBL. He noted that prior to the inauguration of the SBL, the structure that oversaw corporate practice in Nigeria was a Corporate Counsel Forum which was incomprehensive and inefficient. There existed a need to measure the worth of the corporate practice in Nigeria, foster collaboration of corporate lawyers and be accorded international recognitions like the IBA. In response to these agitations which dates back to the year 1999, an amendment of the NBA constitution was effected, a reform committee established and bye-laws created in order to lay foundation for the establishment of the SBL. These processes passed through two NBA Presidents and attained establishment during the second term of Wole Olanipekun (SAN). Three (3) months after the establishment of the SBL, Bayo Ojo (SAN) was elected as the new President. He saw the SBL as a paradigm shift and pushed for a wider and public presentation of the Section.
As financial mobilisation, the NBA President authorised a credit facility in the sum of One million naira(N1,000,000). The Section enjoyed and still enjoys the total support of commercial law firms, corporate (in-house) counsel and transactional lawyers as promised in a stakeholders meeting held before the inauguration of the Section where the operations of the Section was agreed upon. As a matter of standard, all SBL events and conferences have always and still answers to International Best Practice, a quality that has earned it the recognition of the International community and increased collaboration between foreign and Nigerian law firms.
The SBL has faced opposition from some members of the NBA who saw its establishment as an emasculation of the NBA. This put a hold on the SBL conferences for quite some years. Other arguments such as the choice of location for the conference and operational activities of the Section have arisen occasionally.
It is an undeniable fact that the SBL has broadened the available niche in the legal profession. It orchestrated the continued creation of opportunities and dynamic exposure witnessed currently in the corporate and commercial sectors right from grassroot knowledge level as taught by the Nigerian Bar Association’s Institute of Continued Legal Education (NBA-ICLE). Despite the drop in the age bracket of its leaders and members, the quality keeps exceeding the bar.
The SBL Chairman,while commenting on the quality of the SBL Conferences announced the 17th Annual Business Law Conference slated for the 5th and 7th of July with the theme “Nigerian Business Landscape: Priorities for Law Policies and Remuneration”. This ushers us to the next point of discussion which sought George Etomi’s opinion on the upcoming conference’s theme.
THE NIGERIAN BUSINESS LAW
The Founding Chairman expressed his disappointment on the state of the relationship between the business community and the government. He said that the inability of the country to tie its political, judicial and practice profile deeply impacts businesses and the ability to attract business. A wrong response to political activities affects business negatively and sabotages the government’s effort to push reforms when it seeks to do so.
He beckoned on the President-Elect of the 2023 Presidential Election to address a number of issues, starting from the damages occasioned by subsidies in the business landscape of Nigeria. He suggested that the President-Elect should not hesitate to seek help and understanding when and where necessary regardless of any circumstances. He admitted that the solution to subsidy may cause untold hardship and threaten the legitimacy of the administration. He opines that establishment of infrastructure in the power sector is a major solution to the diversification of the economy of Nigeria. Power, he said, is required for almost all things; food, labour efficiency, ability to move gas for export. According to him, 70% of electricity cost is hinged on gas. The absence of this infrastructure leads to much reliance on the gas producers who are slaves to the government that fixes the price of gas as a result of subsidy. Hence, the business landscape becomes unattractive to the suppliers since supply is on a best endeavour basis.
On the area of the Judiciary, he stated that the consistent interference by the executive hinders just and fair judgement ans also the unexplainable delays and inconsiderate adjournment dates discourage investors, and result in partial commitment to the Nigerian business landscape. In his opinion, the courts only prioritise political, criminal and civil cases, in that order. Early dates are only obtained in rare chances and on the basis of SANship.
In his concluding remark, he commented that a good number of arbitration cases are lost due to incompetence and nonchalant attitude of government agencies. Other issues that cause degradation to the business landscape of the country include failure to enthrone the rule of law and presence of arbitrary tax laws.