Department Of Commercial & Industrial Law

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    Open Access
    DISMISSAL OF EMPLOYEES FOR CONDUCT AMOUNTING TO A CRIME - A REVIEW OF THE NIGERIAN LAW
    (Obafemi Awolowo University, ile-ife, Nigeria., 1998-09) SANNI, A.O
    The main aim of this paper is to review the Nigerian cases on the right of an employer to discipline his employee for an act of misconduct amounting to a crime with a view to reconciling the seeming inconsistency of the recent decision of the Supreme Court with the well established principle on this important aspect of labour law. The aim is not to review disciplinary procedure generally but to consider the vexed question of whether or not an employee who has committed an act of misconduct which amounts to a crime must first be tried in a court of law before his employer can punish him by dismissal.
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    Open Access
    DIVISION OF TAXING POWERS UNDER THE 1999 CONSTITUTION
    (EVL Publications Ltd, 2000) SANNI, A.O
    This paper attempts to examine the division of taxing powers under the 1999 Constitution and the constitutionality of some of the existing Federal and State tax statutes in view of the provisions of the Constitution.4 The paper is divided into four parts. Part one introduces the work. Part two examines the concept of taxing power, the division and the scope of the powers of the three tiers of government. Part three considers the validity or otherwise of some specific statutes under the present Constitution.
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    Open Access
    CHARACTER EVIDENCE
    (Sibon Books Limited, Ibadan., 2001) SANNI, A.O
    This chapter examines the extent which evidence may be adduced on the character of a party in civil and criminal cases. It attempts to address issues such as: what is character evidence, in what circumstances is such evidence relevant? Does a trial judge have a discretionary power to admit or, disallow the adduction of character evidence? If yes, what is the extent of such a power? What is the obligation of a counsel and prosecution to guard against the adduction of character evidence? In our discussion of these issues, we shall focus as much as possible on Nigerian cases and statutory provisions in order to determine the law and practice on this subject in Nigeria. Character evidence is specie of evidence of previous misconduct. Whatever form the evidence takes, it is affected by exclusionary rules. However, care must be taken to distinguish between the rules that regulate the admissibility of character evidence and similar fact evidence and possibly also the rationale for their admissibility. It suffices to say that the provisions of sections 67-72 and section 160(1-)(d) of the Evidence Act mainly govern character evidence in Nigeria. The word "character" is used no less than fifteen times in these provisions. In Stirlandv D.P.P. Lord Simon L.C. said: "There is perhaps some vagueness in the use of the term 'good character' in this connection. Does it refer to the good reputation which a man may bear in his own circle, or does it refer to the man's real disposition as distinct from what his friends and neighbour may think of him? Against the background of the above statement, it will be appropriate at this stage to consider the meaning of "character" within the provisions of the Act.
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    Open Access
    DEDUCTIBLE EXPENDITURE UNDER THE PETROLEUM PROFITS TAX ACT: Shell Petroleum Development Company v. FBIR
    (Faculty of Law, Lagos State University, 2001) SANNI, A.O
    The case of Shell Petroleum Development Company v Federal Board of Inland Revenue typifies the usual contest of claims between the taxpayer and the tax authority over deductible expenses. The case is significant in many respects. First and foremost, it is the first pronouncement ever by the Supreme Court on the provisions of the Petroleum Profits Tax Act, as amended. Second, it is the only tax case decided by the court after the Marina Nominees Ltd. v. FBIR since 1986, a space of ten years apart. Third, it is one of the few cases that have gone through the entire stages of the tax appeal process from the Federal Body of Appeal Commissioners to the Supreme Court. Fourth, the case was a battle royale fought by the parties for almost two decades.
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    Open Access
    ISSUES IN LOCAL GOVERNMENT TAXATION IN NIGERIA
    (Department of Private and Commercial Law, Faculty of Law, Olabisi Onabanjo University, Ago-Iwoye, Ogun State.Nigeria., 2001) SANNI, A.O
    The subject of taxation is very crucial to most local governments in Nigeria, today, particularly against the realities of meagre or "zero" allocation of finances from the Federation Account of the country and the Joint Local Government Accounts of States . The main thrust of this paper is to discuss the extent of the taxing power of the local government, if any, under the Constitution of the Federal Republic of Nigeria,1992 and certain related issues. The local government taxation is, surprisingly, a broad and fairly complex subject-matter. As we already indicated, in this paper a brief overview of the main legal and ancillary issues involved in the subject-matter is provided. We begin by examining the concept of taxation or taxing power.
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    Open Access
    LAGOS STATE SALES TAX: MATTERS ARISING
    (Justice Chambers, Faculty of Law, Obafemi Awolowo University, Nigeria., 2002) SANNI, A.O
    The focus of this chapter is to analyse the legal implications of the reintroduction of Sales Tax in Lagos State. Central to this task is the determination of the appropriate level of government to impose Sales Tax or VAT under the Constitution of the Federal Republic of Nigeria, 1999. A brief historical background of Sales Tax in Nigeria is provided while attempt will be made to hazard reasons why Lagos State has pressed ahead to reintroduce its own Sales Tax in spite of the recent concession by the Federal Government to review the formula for distributing the VAT proceed. The chapter is broadly divided into two parts. Part one traces the historical background of Sales Tax in Nigeria up to the introduction of VAT and also examines the possible reasons for the reintroduction of Sales Tax in Lagos State. Part two which is the heart of the chapter is devoted to the consideration of some of the legal implications this development.
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    Open Access
    THE CONTROVERSIAL LAGOS PROPERTY TAX- THE FLIP SIDE OF THE COIN
    (Journal of Private & Property Law, 2003) SANNI, A.O
    This paper is written against this background, to present possible opposing arguments from the taxpayers' perspective to some of the issues involved in the LUCL. The paper identifies and discusses some of the flaws in the policy and letters of the law and their legal consequences. The paper calls on the Lagos State Government to quit its quick fix approach of reducing the rate of LUC in deference to the Organised Private Sector (OPS) . Rather, a comprehensive reform of the tax through the appropriate constitutional framework should be undertaken in order to build a meaningful broad-based consensus involving, as much as possible, all the stakeholders. The remaining portion of the paper is divided into five parts. Part one provides a highlight of the LUCL. Part two is devoted to the examination of the constitutionality of the LUCL and the delegation of the function of assessment by the local government councils to the Lagos State Government. Part three treats some specific aberrations in the administration of the tax even if the validity of the LUCL is assumed. Part four discusses certain developments that have occurred since the introduction of the LUC and some allied matters and concluded in part five with recommendations.
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    Open Access
    SANCTIONS AND CURRENT ISSUES IN THE STAMP DUTIES ACT
    (The Faculty of Law, Rivers State University of Science & Technology, Nkpolu-Oroworukwo, Port Harcourt, Nigeria., 2003) SANNI, A.O
    Generally, stamp duty is a tax raised by requiring stamps sold by the government to be affixed to designated documents, thus forming part of the perpetual revenue. The tax is calculated based on the value of the property that forms the basis of the instrument. Failure to stamp an instrument unlike failure to pay an income tax is not an offence leading one to the jurisprudential question whether or not stamp duty is a tax. Indeed, if there is no compulsion to stamp an instrument, it is logical to ask why anyone should waste time and resources on stamping. The answer to this is not farfetched. While it may not be an offence not to stamp an instrument, the law confers certain privileges on stamped instruments, which are denied unstamped instruments. One may therefore be tempted into surmising that the relevance of sanctions for non-stamping is basically to deny anyone who has not paid the 'price' for the privileges conferred by the Act from tendering an instrument in a court or arbitral proceeding. The thrust of this paper is to reveal the dangers in having such a narrow perception of a wider issue.
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    Open Access
    An Appraisal of Finance (Miscellaneous Taxation Provisions) Bill 2004
    (Nigerian Journal of Legislation, 2004) SANNI, A.O
    The fiscal policy measures of the 2001 Budget were geared towards improving the industrial climate and stimulating higher capacity utilisation; providing adequate protection for domestic industries against unfair competition from imports and dumping of manufactured goods; providing a level-playing field for investors in the various sectors of the economy; encouraging diversification of foreign exchange earnings through increased export activities especially in the non-oil sector; reducing operating costs and inflationary pressures; creating new jobs and reducing the upper band of the country’s tariff regime to accord with trade movement worldwide particularly within the West African sub-region. The measures proposed to achieve these goals include alleviating the tax burden on individuals and enhancing their disposable income, ensuring equitable distribution of Value Added Tax (VAT). Adjustment of tariffs on certain goods, shift from import prohibition to import restriction, export promotion, port reforms, strengthening of tax authorities and establishment of a non-oil revenue committee.
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    Open Access
    TAXATION AND OTHER FISCAL IMPACT OF THE PENSIONS REFORM BILL
    (Centre for Law & Development Studies, 2004) SANNI, A.O
    This paper examines the relationship between the Pension Reform Bill (Bill), taxation and intergovernmental fiscal relationships. The paper considers the tax treatment of the existing pension schemes vis-a-vis the provisions of the Bill and concludes that the tax treatment under the Bill is far more generous. The paper also raises some specific questions and attempts to provide answers to them. These include whether the contribution under the Bill is a tax, who bears the burden, how is the contribution treated under the tax law at the time of payment and at the time of receiving benefits, what is the interaction between the contributors and the tax authority, can the Federal Government impose obligations on the States and Local Governments on how to finance Pension Schemes of their employees, whether the revenue of States and Local Government Councils from the Federation Account can be charged with the payment of their contributions under the Bill?
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    Open Access
    CASE COMMENTS
    (The Department of Private & Property Law, Faculty of Law, University of Lagos, Akoka, Lagos Nigeria., 2004) SANNI, A.O
    Although the traditional examples of unilateral contracts are of trivial domestic nature, the concept plays a large and useful part in commercial transactions. Once a promise is classified as an offer of a unilateral contract, a number of rules apply to the acceptance of the offer. However, since the classical case of Carlill v. Carbolic Smoke Ball Co., (Carlill’scase) in 1893, there has not been any reported case on unilateral contract in Nigeria. Remarkably, the Supreme Court recently applied the concept in the case of Federal Government of Nigeria & Ors. Zebra Energy Limited. The thrust of this paper is to evaluate the case and its contributions, if any, to Nigerian jurisprudence on the Law of Contract, especially, the concept of unilateral contract. This paper is divided into five parts. Part One examines the meaning and features of a unilateral contract while Part Two focuses on the facts of the Zebra's case and the decision. Part Three is devoted to the Comments of the writer on the case while Part Four postulates on the correct analysis of the case based on established principles of the Law of Contract. The paper is concluded in Part Five. It is the view of this writer that the case was wrongly decided and therefore merely raises a false signal about the emergence of the first Nigerian case on unilateral contract. Rather, the case raises an issue on revocation of an offer made open till a specific date before the expiration of the date and not that of a unilateral contract.
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    Open Access
    VAT REFUND SYSTEM IN NIGERIA - A CRITIQUE
    (The Chartered Institute of Taxation of Nigeria., 2004) SANNI, A.O
    Claims for tax credits are an inherent part of VAT which is a tax on differences. Any attempt to curb input is therefore wrong in principle because it changes the way VAT operates from a tax on value added to a tax on gross sales price. In many developing countries, the refund is perceived as the major potential weakness of the VAT and the main avenue of evasion. therefore, the authorities are relunctant to be too prompt on refunds, preferring to have time to inspect, in detail, large refund claims. This is a prudent requirement in an VAT system.
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    Open Access
    ODYSSEY OF LOCAL GOVERNMENT CREATION: AN EXAMINATION OF THE CONSTITUTIONALITY OF THE ALLOCATION OF LOCAL GOVERNMENTS' REVENUE FROM THE FEDERATION ACCOUNT.
    (Department of Jurisprudence & Private Law, Faculty of Law, Obafemi Awolowo University, Ile-Ife, Nigeria., 2005) SANNI, A.O
    This paper attempts to examine the legality or otherwise of withholding the allocation of the Local Government Councils from the FA. Five main questions are considered to be decisive to the legal resolution of the controversy. First, what is the consequential Act of the National Assembly under section 8(5) of the Constitution required for and what is the effect of not enacting it? Second, can a State lawfully distribute the Federal allocation for its Local Government among the new Local Governments? Third, is it lawful for the President in the circumstance to withhold the Local Government allocation? Fourth, whether it is correct to claim that the "old" Local Governments have become abolished upon the creation of new ones? Fifth, whether the Allocation of Revenue (Federation Account, etc)Act is constitutional in view of the express provisions of section 162(1) of the Constitution? It is this writer's opinion that the Constitution makes a clear distinction between a "Local Government Council" and a "Local Government Area". Hence, an Act of the National Assembly making consequential provisions under section 8(5) of the Constitution is not required in respect of creation of Local Government Councils. In other words, the provision of section 8(5) of the Constitutions does not in any way limit the power of a State Government to create Local Government Councils and make them operational under its law. Admitting without conceding that "Local Government Areas" is synonymous with "Local Government Councils" and that the newly created Local Government Council are unconstitutional, it is our position that it is ultra vires the President to unilaterally determine and impose the 'penalty' for such an infraction. The President cannot withhold a right (to revenue in the FA) expressly granted by section 261 of the Constitution to another level of government in the absence of any express provisions in the Constitution to that effect. Be that as it may, the provisions of the Allocation of Revenue (Federation Account, etc) Act No.1 06 of 1992 which vests the Federal Government with the power to exclusive distribute the revenue in the FA are inconsistent with the provisions of sections 162(1) of the Constitution and therefore null and void to the extent of their inconsistencies. The paper calls for an urgent review of the Revenue (Federation Account, etc) Act No. 106 of 1992 to divest the Federal Government of its power to exclusively manage the FA and make all the beneficiaries or their representatives the joint managers of the account.
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    Open Access
    INTRODUCTION TO NIGERIAN BUSINESS LAW
    (Malthouse Press Limited, Lagos., 2005) SANNI, A.O
    It is often said that a good lawyer is not the one who knows all the law, but where to find the law. The question then is where do we turn to, if we want to determine the applicable legal principles and rules to a particular commercial problem? For instance, if Mr. A wants to go into a business of sale and purchase of petroleum or gun, he might contact a lawyer to advise him on whether the business is lawful and the necessary steps to be taken in order to get it going. This brings us to the discussion of the sources of business law in Nigeria. To a layman, all the rules of law are contained in a big bookcalled "the Constitution". This is however erroneous. Rather, law Introduction to Nigerian Business Law consists of multifarious rules, which can be found in several primary and secondary sources discussed below. The word 'source' is used in this context as the fountain where legal rules and principles of business law are derived. These could be in form of materials, documents or books usually consulted for information by lawyers and judges or providing initial inspiration on the applicable rules of law.
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    Open Access
    REVISED LAWS OF FEDERATION 2004
    (University of Botswana Law Journal, 2005) ABDULRAZAQ, M.T; SANNI, A.O
    The existing gap in the Nigerian law was filled with the Publication of the revised Laws of Federation of Nigeria in June 2004. The revised Laws of Federation of Nigeria is printed in loose-leaf format ostensibly to ensure easy incorporation of future published amendments or revision of the present laws.
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    Open Access
    COMPANY SECURITIES: LAW & PRACTICE
    (University of Lagos Press and Bookshop Ltd, 2005-02-10) Abugu, J. E.
    This ten (10) chapter book discusses the law of company securities in Nigeria. Its a first edition. It includes eight Appendices comprising draft specimen of public offer documents, the Rules and Regulations of the Securities and Exchange Commission as well as the Stock Exchange Rules and Listing Requirements. The book has been described as a creative legal analysis of the law and practice of the capital market in Nigeria; a compendium of securities laws for students and practitioners.
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    Open Access
    INTERPRETATION OF TAX STATUTES: AN EXAMINATION OF THE SUPREME COURT APPROACH
    (Nigerian Institute of Advanced Legal Studies., 2006) SANNI, A.O
    This chapter examines some of the Supreme Court tax cases since inception in order to decipher the approach of the court to the interpretation of tax Statutes. The chapter is divided into seven parts. Part one introduces the work while Part two examines the general rules of interpretation of statutes in general and the ancillary aids. Part three probes whether tax statutes are interpreted specially or whether they follow the general rules. The legislative and judicial approaches to the challenges of tax avoidance and evasion are also considered in this part. Part four focuses on some of the decisions of the Supreme Court in tax cases with a view to deciphering the approach of the court. Part five is devoted to the consideration of the facts of Shell v. FBIR and the contributions of the Honourable Chief Justice of the Federation of Nigeria in the landmark case. The retirement of the Honourable Justice Mohammed Uwais CJN provides a golden opportunity for critical reflection on why there is paucity of Supreme Court decisions on tax cases and the appropriate intervention that will be required to address the situation. In this regard, Part six attributes this development partly to corruption and the long and tortuous journey of tax appeal procedure from objection to the tax authority; appeal to the Body of Appeal Commissioners; re-hearing of the appeal by the High Court to the Court of Appeal and finally to the Supreme Court. The work is concluded in Part seven.
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    Open Access
    INTRODUCTION TO NIGERIAN LEGAL METHOD
    (Obafemi Awolowo University Press Limited, ile-ife, Nigeria., 2006) SANNI, A.O
    The phrase 'legal method' is made up of two words -'legal' and 'method.' The word "method," in ordinary parlance, means a way of doing something or the quality of being well planned and organized. The word "legal," which is an adjective, connotes something connected with the law. Law operates in a society based on certain methods, that is, in accordance with certain processes, which must be properly understood for law to be put to best uses as an instrument of social control. Legal method can therefore be defined as an attempt to explain or analyse the technique of 'thinking like a lawyer. In other words, it is learning to study the use and construction of legal rules, with a view to gaining insight into how law is planned and organized to achieve its objectives in a society. This task, like most tasks, is not as easy as it may seems. This is mainly because everyone approaches the subject of legal analysis from different perspectives based on their background and experiences. In that type of situation, the existence of multiplicity of approaches is inevitable. However, there are some areas of agreement or consensus in virtually all the legal analysis.
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    TAXATION IN THE GUISE OF ADMINISTRATIVE CHARGES - IMPERATIVE OF CURBING ABUSES OF REGULATORY POWER FOR REVENUE PURPOSE IN NIGERIA
    (The Faculty of Law, University of Lagos., 2006) SANNI, A.O
    The principle that taxation requires the consent of the legislature has become well established in virtually all jurisdictions. This underscores the need for an enabling law as a basis for raising revenue through taxation. This principle, among other things, aims at ensuring certainty in the level of the financial contributions that an individual is expected to make to government's finance and limit the government's intrusion into right to property.
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    Open Access
    REVENUE LAW
    (The Chartered Institute of Taxation of Nigeria, Lagos., 2007) SANNI, A.O
    Taxation has been surprisingly neglected in Nigeria both as a Law subject and a source of government revenue. The subject is however beginning to attract more attention from the government because of the volatility of oil prices, the agitation of oil-producing states for 'resource control' and felt need to diversify the base of the nation's economy. The reduction of petroleum revenue invariably means less revenue for all the levels of government. Hence, the three levels of government are now constrained to revitalise their tax systems either by modifying the existing laws or introducing new ones. These developments impact greatly on companies, charitable organisations, the ordinary citizens, inter-governmental fiscal relations and, to some extent, the economic health of the country. Consequently, an increasing number of legal practitioners, other professionals and ordinary citizens, are now faced with more tax-related issues than they probably could have imagined a decade ago. This paper is written against this background to provide a general framework of the Nigerian tax system. Hence, the paper is introductory as it attempts mainly to provide the basic legal framework of the Nigerian tax system and its peculiarities.