Analytical Study of the Good Faith Principle in Nigerian Contract Law: Prospects for Recognition

The principle of good faith in contract performance and negotiation is one of the most contested questions in Anglo-Nigerian private law, with courts and scholars divided on whether it has been or should be recognised as a general organising principle of Nigerian contract law. This study provides an analytical examination of the good faith principle in Nigerian contract law, surveying the historical development of the doctrine in English law, its explicit adoption in civil law systems, and its current standing in Nigerian case law from 2015 to 2024. Using a doctrinal research methodology, the research reviews 50 cases involving arguments about good faith, honesty in contracting, and duty of fair dealing from Nigerian courts at all levels, supplemented by interviews with 25 senior commercial lawyers in Lagos and Abuja on practical attitudes towards good faith arguments. The study critically analyses whether existing equitable doctrines, including unconscionability, estoppel, and implied terms, function as adequate proxies for a general good faith duty, or whether a more explicit principle is needed to address gaps in Nigerian commercial morality. Findings reveal a gradual but incomplete judicial movement towards implied good faith obligations in long-term relational contracts. This research contributes a detailed mapping of good faith jurisprudence in Nigeria. Recommendations include legislative clarification of good faith obligations in commercial contracts, professional guidance on good faith negotiation standards, and enhanced academic engagement with comparative contract theory. Keywords: good faith, contract law, commercial contracts, fair dealing, Nigerian jurisprudence