The Socio-Economic Rights and Accountability Project (SERAP) has asked President Muhammadu Buhari to revoke his assent to the Companies and Allied Matters Act, 2020, [CAMA 2020] and return it to the National Assembly or face legal actions.
SERAP, in an open letter to the president, asked him to order the lawmakers to deleting the repressive provisions of the Act, particularly sections 839, 842, 843, 844 and 850 contained in Part F of the Act, and any other similar provisions.
The rights group also asked President Buhari to “instruct the Registrar-General of the Corporate Affairs Commission, Alhaji Garba Abubakar, and Attorney General of the Federation and Minister of Justice, Abubakar Malami, SAN, not to implement or enforce the CAMA 2020 until the legislation is repealed by the National Assembly, and brought in line with the Constitution of Nigeria 1999 (as amended), and Nigeria’s international human rights obligations.”
It said that Section 839 and  of the Act also grants the government through the Corporate Affairs Commission the powers to arbitrarily and unilaterally suspend and remove the trustees of any legally registered association, and to appoint an interim manager or managers to run the affairs of any such association, if the Commission reasonably believes that there is “misconduct, mismanagement, and fraud” in the association, or on the basis of undefined “public interest.”
The government will determine and decide what constitutes “public interest” in all cases. The exercise of the powers under section 839 is subject only to the approval of the supervisory Minister, a political appointee.
In the letter, SERAP deputy director Kolawole Oluwadare, said the law gives the government overly broad and discretionary powers to arbitrarily withdraw, cancel or revoke the certificate of any association, suspend and remove trustees, take control of finances of any association, and to merge two associations without their consent and approval of their members.
SERAP stated that these restrictions, coupled with repressive broadcasting codes and Nigerian security agencies’ relentless crackdown on peaceful protesters and civil society, demonstrate the government’s intention to suppress and take over independent associations.
The letter, read in part: “SERAP is concerned that the provisions would be used by the authorities to exert extensive scrutiny over the internal affairs of associations, as a way of intimidation and harassment, which would eventually unduly obstruct the legitimate work carried out by associations.
“We would be grateful if the requested action and measures are taken within 14 days of the receipt and/or publication of this letter. If we have not heard from you by then, the Registered Trustees of SERAP shall take all appropriate legal actions to compel you and your government to take these measures in the public interest.”
“Please note that SERAP has instructed its Legal Counsel Femi Falana, SAN to take all appropriate legal actions on our behalf should your government fail and/or neglect to act as requested.”
SERAP noted that by seeking to suspend and remove trustees, and appoint interim managers for associations, the government is trying to place itself in a position to politicise the mandates of such association, and to undermine the ideas that the right to freedom of association and related rights are supposed to protect in a democratic society.
It also said that the government granting itself the powers to suspend and remove trustees of legally registered associations and to take control of their bank accounts constitute an effective restraint on human rights.
“Allowing the government to take control of the bank accounts of association would impact on the rights of the associations, and also seriously undermine civil, cultural, economic, political and social rights as a whole.
“These rights are in fact parts of the attributes of citizenship under a free government. “Liberty” includes the right to enjoy the rights to freedom of association, expression and peaceful assembly. Our constitutional jurisprudence and international standards allow only the narrowest range for their restriction.”
“Combatting fraud, mismanagement, corruption, money-laundering and other modes of trafficking by associations is legitimate. However, it is not sufficient to simply pursue a legitimate interest, limitations need also to be prescribed by law and be necessary in a democratic society,” the letter added.
The rights organisation stated that under the Nigerian Constitution and international human rights law, controls need to be fair, objective and non-discriminatory, and not be used as a pretext to silence critics. Your government has legal obligations to create an enabling environment in which associations can effectively carry out their legitimate activities.
SERAP said it considers the CAMA 2020 the most repressive legislation in Nigeria’s history, especially given the unlawful and impermissible restrictions contained in Part F of the Act. Sections 831, 839, 842, 843, 844 and 850 of the Act are manifestly inconsistent with sections 36, 39 and 40 of the Constitution of Nigeria 1999.
“Under section 831[i][ii], the government through the Corporate Affairs Commission (CAC) is empowered to treat any unregistered association as part of an already registered association, and without any lawful justifications whatsoever. The government also has the power to treat two or more associations as a single association on the flimsy pretext that the associations have the same trustees.
“Similarly, sections 842, 843 and 844 grants the government through the Corporate Affairs Commission overly broad powers and discretion to arbitrarily, unlawfully and unilaterally regulate the finances of any association, and to take control and take over bank accounts lawfully belonging to legally registered associations under Part F of the CAMA 2020.
“Further, section 850[e] empowers the government through the Corporate Affairs Commission to arbitrarily and unilaterally withdraw, cancel or revoke the certificate of registration of any duly and legally registered association.”
“These repressive provisions clearly and directly threaten and violate the rights to freedom of association, freedom of expression, peaceful assembly, privacy, property, and other human rights guaranteed under the Nigerian Constitution and international human rights treaties such as the International Covenant on Civil and Political Rights and the African Charter on Human and Peoples’ Rights to which Nigeria is a state party.”