What are some of the main legislative or regulatory changes that have impacted you?

Some main legislative changes include the Nigeria Data Protection Act 2023. This Act has brought about improved processes in the implementation of data protection. The requirement to register data controllers of major importance, ensuring the non-automation of procedures that have to do with processing personal data and the improved process on data protection impact assessment. Due to the changes in the Act, we have also reviewed our data processing activities in a bid to ensure compliance with the Act.

Also, the Finance Act 2023 is another major law that has impacted us. Some of the tax reliefs are a welcome development. Examples the exclusion of capital losses from asset disposal and the inclusion on shares and stocks for rollover relief. However, the cancellation of the ten percent (i.e., 10%) investment allowance on plant and equipment purchase has increase our tax liability amongst other increments.

How do you see the general counsel role evolving in Nigeria over the next five- ten years?

Currently, the role of the general counsel is beyond transactional advisory, legal and regulatory risks and dispute resolution advisory. The role of the general counsel includes business strategy and transformation in the light of various evolutions such as disruptive technologies and emerging risks.

The general counsel is expected to be knowledgeable beyond the traditional legal norms and practices. These days, general counsels are also directors, and they have fiduciary duties to the company. Therefore, in their roles, they are mindful not just to reduce legal risks but to grow the reputation of the company, the value of its brand and perceived goodwill.

In view of the above, given the business climate in Nigeria and the expectation of various stakeholders such as the shareholders, employees and the immediate community where the company operates, the general counsel is expected to advise on engagement strategies based on the priorities of the company at any given period to ensure that the company is able to operate optimally whilst ensuring compliance with relevant laws and not compromising its code of conduct policy (for example) as well as generating value for its stakeholders across board whilst growing its bottom-line. This implies that the role of a general counsel would evolve to include external affairs relations. This is also given that presently, most general counsels are also company secretaries, their roles include the facilitation of discussion between the board and management on future priorities, and coordinating the implementation of board strategies with the chief executive officer.

From a national strategy perspective, Nigeria has taken deliberate steps to ensure a reduction of the impact of Climate change. This is evident in the various initiatives and polices that have been issued by various administrations overtime.

For example, the immediate past administration had issued policies to advance measures to reduce the impact of climate change. Examples are the National Energy Policy, and the Climate Change Act. In a bid to ensure that companies comply with the Act, the general counsel would need to advice organisations, the board and management properly on the achievement of green and sustainable growth.

On a related note, the Nigerian Exchange Limited has advised list companies to issue voluntary reports on Environmental, Social and Governance related information in their annual reports.

From a global perspective, ESG reporting has increased in importance as different countries have implemented various ESG requirements and guidelines.

Therefore, in a bid to adopt international best practices, organisations need to disclose their ESG- related initiatives. It is highly probable that the role of a general counsel would evolve to include the role of the chief sustainability officer over the next five to ten years due to the requirement of ESG reporting as part of the non-financial reports to be included in the annual reports and accounts.

In other African countries and the United States, companies should navigate the evolving regulatory landscape and investor demands to ensure transparency and accountability in their ESG reporting processes.

On a national scale, the ESG reporting would be a useful tool to measure the implementation of Nigeria’s climate goals and the role of the general counsel is critical in this light.

How important is choosing to work with external lawyers who align with your company’s values? Are you likely to reconsider what firms you work with based on this?

To ensure transparency and efficiency, we ensure that external law firms sign our supplier’s code of conduct. In addition, we seek to know how they maintain independence on an on-going basis and how they avoid conflict of interest.

Furthermore, the expertise of law firms especially in areas of key specialisations that align with our strategy per time is also valuable to us. Whilst this is key, it is important that the external lawyers are available to address certain issues and able to keep to timelines for key deliverables which speaks to their resources at every point in time. Being a multinational company, the geographical network of law firms is also an important factor for us.