Practical Legal Issues in Cross-Border Mergers and Acquisitions Involving Nigerian Companies

Cross-border mergers and acquisitions involving Nigerian companies present a complex matrix of private law, regulatory, and commercial challenges that require specialised professional competency to navigate effectively. This study examines the practical legal issues in cross-border mergers and acquisitions involving Nigerian entities, with a focus on transactions completed between 2019 and 2024 in the banking, telecommunications, and manufacturing sectors. Using a professional research design, the study conducts in-depth interviews with 30 mergers and acquisitions lawyers, 10 investment bankers, and 15 regulatory officials in Lagos and Abuja, supplemented by doctrinal analysis of the Companies and Allied Matters Act 2020, the Federal Competition and Consumer Protection Commission Act, and the Foreign Exchange Act. Findings reveal that foreign exchange restrictions, transfer pricing regulations, and the complex approval requirements of multiple regulatory bodies, including the Securities and Exchange Commission and the Central Bank of Nigeria, significantly extend deal timelines and increase transaction costs. The study further examines how differences in corporate governance standards between Nigerian and foreign acquirers create integration challenges post-transaction. Recommendations include the rationalisation of regulatory approval processes, the introduction of a single-window regulatory portal for cross-border transactions, reform of foreign exchange remittance rules affecting deal certainty, and professional development programmes for Nigerian transactional lawyers. Keywords: mergers and acquisitions, cross-border transactions, corporate law, regulatory approvals, Nigeria