The Supreme Court of Nigeria has delivered a decisive judgment affirming that law firms registered as business names have the legal capacity to enter into contracts. This ruling, delivered in the case of A.G. Bayelsa State v. Odok (2024) LPELR-63035(SC), has set a precedent for the legal profession and business community in Nigeria.

The case revolved around the long-debated issue of whether law firms registered as business names can legally engage in contractual agreements. While the specific facts of the case are secondary to the principle established, the Supreme Court has clarified a critical aspect of business and legal practice in the country.

In delivering the judgment, Justice John Inyang Okoro, JSC, referenced Section 868(1) of the Companies and Allied Matters Act (CAMA) 2020, which defines a business name as the name under which any business is carried out by an individual, firm, or corporation.

The Court observed that legal practice inherently involves accepting client briefs, rendering services, and receiving payments, all of which constitute contractual engagements. Therefore, a law firm operating under a registered business name has the capacity to enter into contracts, as such engagements fall within the natural course of business operations.

This Supreme Court ruling provides several significant clarifications:

Legal Capacity: Law firms registered as business names can legally enter into contracts with clients, vendors, and other stakeholders.

Commercial Legitimacy: These firms can engage in commercial activities related to their operations, including consulting and legal advisory services.

Regulatory Compliance: Law firms must ensure compliance with relevant regulations, including Corporate Affairs Commission (CAC) registration requirements and tax obligations. This judgment offers much-needed clarity to law firms and other professionals operating under business names. It underscores the legitimacy of contractual agreements entered into by such firms and provides a framework for regulatory and commercial activities.

Additionally, the ruling is expected to encourage greater accountability and professionalism in the legal sector, as firms registered as business names now have judicial affirmation of their contractual authority.The Supreme Court’s decision in A.G. Bayelsa State v. Odok (2024) is expected to set a precedent for future cases involving the legal status of business names in Nigeria.

It will also influence regulatory policies and guide legal practitioners in structuring their operations.

In this article: