The ratification of the African Continental Free Trade Agreement (AfCFTA) marked a landmark event in the quest to achieve intra-African free trade. AfCFTA is poised to represent the largest free trade area outside the World Trade Organization. Although AfCFTA aspires to liberalize intra-African trade in goods and services to foster socio-economic development, there are concerns that capacity constraints may stultify the underlying goals. AfCFTA is expected to build on the considerable successes already achieved by Africa's regional economic communities. However, it fails to clarify how the overlapping regimes will be reconciled and harmonized. Nevertheless, the agreement is laudable for its quest to facilitate intra-African trade, foster regional value chains that can facilitate integration into the global economy, and energize industrialization, competitiveness and innovation. This article examines the celebrated AfCFTA to understand its potential amid local realities and the possible implications for the multilateral trading system.

Missing court files pose a serious issue regarding access to justice for illiterate and indigent prisoners, especially if the files go missing after the prisoner has been convicted and sentenced. Malawi's High Court recently grappled with the issue of missing court files post-conviction in the course of a large resentencing process, known to the legal community as the Kafantayeni Project. The Kafantayeni Project resentenced over 150 prisoners whose mandatory death sentences for murder were deemed unconstitutional, despite the majority of them missing court files. This article outlines the state of judicial record keeping in sub-Saharan Africa, the origins of the Kafantayeni Project, the extent of the record keeping problem it uncovered, how the judiciary resolved those issues while adding to the jurisprudence on missing court files, and the future implications for Malawi and elsewhere.

This article discusses the challenges affecting the achievement of financial inclusion for the poor and low-income earners in South Africa. The concept of financial inclusion could be defined as the provision of affordable financial products and services to all members of the society by the government and/or other relevant role-players such as financial services providers. This article identifies unemployment, poverty, financial illiteracy, over-indebtedness, high bank fees, mistrust of the banking system, lack of relevant national identity documentation and poor legislative framework for financial inclusion as some of the challenges affecting the full attainment of financial inclusion for the poor and low-income earners in South Africa. Given these flaws, the article highlights the need for the government, financial institutions and other relevant stakeholders to adopt legislative and other measures as an antidote to financial exclusion and poverty challenges affecting the poor and low-income earners in South Africa.

In a bid to improve financial inclusion and access to affordable debt finance by micro, small and medium enterprises (MSMEs), Nigeria's Secured Transactions in Movable Assets Act (STMA) was enacted on 31 May 2017 to regulate the creation, perfection and realization of security interests in movable assets. This article critically examines certain provisions of the STMA, including the potential issues that may arise due to the dual registration system now available under the act and that hitherto existing under the Companies and Allied Matters Act, as well as the implications of the STMA on traditional pledge transactions. It concludes that, while the STMA is an impressive attempt at enabling MSMEs to leverage their assets into capital for investment and expansion, it fails to procure a harmonized legal framework for secured transactions in personal property or to facilitate their effective use as collateral to improve access to credit by businesses in Nigeria.

The business judgment rule is an ancient doctrine that was developed in the US. It seeks to prevent courts from reviewing directors’ decisions, on the basis that directors have the capacity and expertise to make business decisions. This article examines the desirability of applying the US business judgment rule in Nigeria. Through a comparative analysis, it argues that the peculiarities of Nigeria's corporate law and environment do not justify the application of the rule. More specifically, it contends that differences in the legal regime for derivative suits, standards of duty of care and skill, corporate law culture, and the distinct epoch in which the business judgment rule and the duty of care and skill were recognized in the US, make its application unnecessary in Nigeria. It concludes that the current statutory duty of care and skill should be retained to hold directors accountable for reckless business decisions.

Foreign investment is a major source of the capital that Nigeria and other developing markets need to promote economic activities and drive economic development. While profit mainly drives the decision to invest abroad, such decisions are also influenced by the safety of any actual investments made. Thus, investors are interested in the laws and regulations that offer them protection against corporate insider opportunism. In Nigeria, the relationship between corporate actors is mainly regulated by the Companies and Allied Matters Act (CAMA). This article investigates the corporate legal and regulatory protection for corporate shareholders in Nigeria and the UK. Comparing the corporate regulatory regime in the two jurisdictions, this article argues that the identified weaknesses in the Nigerian regulatory framework negatively impact the growth of foreign investment in the country. In view of these weaknesses, the article suggests a major review of CAMA and other regulatory instruments with a view to addressing the protection of small investors and “outsiders”, such as foreign investors.

There have been notable legislative advancements, as well as improvements in corporate governance codes, aimed at protecting stakeholder rights. However, how much protection have they really afforded stakeholders against socially irresponsible corporate behaviour? This article undertakes a comparative analysis of the legal framework underlying South Africa's stakeholder-inclusive approach and Nigeria's environmental, social and governance or sustainability corporate reporting. It identifies a misplaced philosophical background as well as policy misalignment of corporate governance codes and primary corporate law as critical factors that undermine efforts to embed responsible corporate behaviour in order to safeguard the interests of qualified and legitimate stakeholders. It recommends specific amendments to address the ideological defect and align corporate governance codes with primary corporate legislation in these two countries.

Nigeria's Court of Appeal held in Shell v Federal Inland Revenue Service (Shell v FIRS) that only Nigerian enrolled legal practitioners can sign processes for arbitration proceedings in Nigeria. Foreign qualified legal practitioners (FQLP) not enrolled in Nigeria are excluded. Arguably, this limitation extends to the conduct of the parties’ cases and excludes FQLP from appointment as arbitrators where the arbitration agreement specifies that arbitrators be legal practitioners. Shell v FIRS however, contrasts with Stabilini Visinoni v Mallinson, in which the same Court of Appeal had emphasized the flexibility of the arbitral process (which typifies judicial policy in any arbitration-friendly jurisdiction), particularly recognizing that arbitration practice is open to lawyers and non-lawyers alike. Consequently, this note recommends that Nigeria's Arbitration Act be amended to allow for representation by “persons” of the parties’ choice, mirroring the IBA Guidelines on Party Representation in International Arbitration 2013 and article 5 of the UNCITRAL Arbitration Rules 2010.