I have directed my legal team to take all necessary legal steps against the Carding App regarding the unauthorized commercial use of a personal photograph featuring my late mother and me.
No individual or company has the right to exploit my private memories, personal images or family grief for advertising, marketing or commercial gain without my express consent.
Acces the full pre-action notice here: https://t.co/R3nGtVBj4l
I remain committed to protecting my rights and ensuring that my dignity, privacy and intellectual property are respected.
We went from "must you eat rice?" to "must you run all your equipments all the time?" to “apart from Ice block, what do we need 24/7 electricity for?” to “must an airport have 24/7 electricity?” & now to “To start Akara business doesn't take a lot of money”
Take 2027 elections like your life depends on it because your life actually depends on it.
WHEN DOES A COMPANY'S DEBT BECOME A DIRECTOR’S PERSONAL PROBLEM?
Unity Bank Plc v. Tambuwal Constr. & Trading Co. Ltd. (2025) 8 NWLR (Pt. 1992) 211
QUESTION
As a director, can you be required to personally pay a debt owed by your company?
ANSWER
Yes, but not simply because you are a director.
A company is separate from the people who own or manage it. As a result, a debt owed by the company is ordinarily the company's responsibility.
However, the position changes where a director personally guarantees the debt. Once a director signs as a guarantor or surety, the lender may be entitled to recover the debt from that director if the company fails to pay.
LEGAL BACKGROUND
Many directors assume that because a company is separate from its owners and managers, they can never be personally responsible for the company's obligations. That is only partly correct.
The general rule is that the company's debts belong to the company. A director who merely acts on behalf of the company is not automatically responsible for paying those debts.
The situation is different where the director gives a personal guarantee. By doing so, the director is effectively telling the lender: "If the company does not pay, I will."
In some cases, the director may even provide personal property as security for the facility. Where the company defaults, the lender may then proceed against the guarantor and any property pledged as security.
FACTS IN BRIEF
Unity Bank Plc sued Tambuwal Construction & Trading Co. Ltd. for the recovery of N61,214,693.11 said to be outstanding on banking facilities granted to the company. The bank also joined the company's managing director to the suit on the basis that he personally guaranteed the facility and provided properties as security for the debt. The trial court entered judgment in favour of the bank.
ARGUMENTS OF THE PARTIES
Appellant - Unity Bank argued that the company received the facilities, failed to repay them and remained indebted. The bank further maintained that the managing director had personally guaranteed repayment and was therefore equally liable for the outstanding debt.
Respondents - The respondents contended that the alleged debt was the company's obligation and not that of the managing director. They relied on the principle that a company is separate from its directors and should bear its own liabilities.
DECISION OF THE SUPREME COURT
The Supreme Court found in favour of the bank. While reaffirming that a company is separate from its directors, the Court held that the managing director could not escape liability because he had personally guaranteed the facility and provided security for it. The guarantee created a separate obligation that the bank was entitled to enforce.
PRACTICAL LESSON
Being a director does not automatically make you responsible for your company's debt.
What creates the real risk is signing a personal guarantee or standing as a surety for the company's obligations. Once you do that, the lender may look beyond the company and come after you personally if the company fails to pay.
Before signing any guarantee for a company loan, understand exactly what you are committing yourself to and what personal assets may be exposed if things go wrong.
In my career as a lawyer, I have come to the realization that nearly 50% of the professional advice I give my clients is not strictly legal advice.
Bear with me.
Most matters brought before a lawyer have both legal and non-legal dimensions. As seasoned professionals, our duty extends beyond identifying the applicable law; it also requires us to read between the lines and understand the underlying issues.
Many disputes are not fundamentally legal. More often than not, they stem from misunderstandings, bruised egos, poor communication, or pride on the part of one or both parties.
There have been countless instances where, after carefully assessing the facts, the best advice I could give a client was simply this: settle the matter amicably.
Not every disagreement requires litigation. Sometimes, what people truly need is honest counsel, a clear perspective, and a practical path to resolution.
That, in my view, is one of the most valuable roles of a lawyer not merely to interpret the law, but to help clients resolve problems in the most sensible, efficient, and beneficial way possible.
NOTICE OF SANCTION:
The Nigeria Civil Aviation Authority has sanctioned Saudi Airlines to the tune of six million naira for consumer protection-related infractions.
Having supported the airline to avert violence at the Nnamdi Azikiwe International Airport a couple of months back, and allowing the grace of extended time to resolve several pending issues as well as determinations by the CAA, this sanction is necessary to ensure compliance with Part 19 of the NCAA Regulations 2023. It is also hoped that the airline will improve, exponentially, its Nigeria operations.
Paying passengers travelling to/fro Nigeria need to feel protected and respected by the carrier. The NCAA will continue to support Saudi, and every other airline, to operate at optimal capacity.
Exactly. Many disputes are emotional problems wearing legal clothes. Technology can make processes faster, but it cannot make people less angry, less stubborn, or more willing to compromise. In many cases, the bottleneck is not procedure. It is human nature.
A career in law teaches you, eventually, that most disputes are not about the law at all. They are about people who stopped listening to each other long before any lawyer was called.
The statement that caught my eye isn’t the name change itself, it’s who signed the disclosure, i.e. the Company Secretary.
That’s not incidental. Under the NGX Rulebook and ISA 2025, the Company Secretary is a named compliance officer. Their signature on an important corporate event disclosure carries personal accountability, not just institutional accountability.
To the general public, a name change sounds administrative, but the legal procedure behind it is anything but administrative.
Some of the steps involved include
✅ Special resolution to change the company name passed at a general meeting
✅ New certificate of incorporation issued by CAC
✅ NGX notification of change of name
✅ All contracts, licenses, regulatory approvals, and permits require endorsement to the new name
✅ Notification of the SEC, and any other regulator in the sector
People underestimate the next point👉🏿
EVERY important contract this company is party to, including offtake agreements, loan facilities, land titles, and environmental permits, still says “Lafarge Africa Plc.”
Those don’t automatically update.
The legal team has months of consequential housekeeping ahead.
The decision to rebrand is day one.
The real work starts the next day.
PS: When you sign a contract... you're agreeing to the terms.
"But I didn't see that clause."
You signed it.
"But it was buried on page four."
Initialed at the bottom.
"But it's not fair."
Read it next time.
It's not rocket science - know what you're doing before you sign!
Client wants the LLC so "they can't touch my house." Then he personally guarantees the lease, signs a check from his own account, and never holds a single meeting. An LLC only protects you if you actually treat it like one.
Rev, you don’t know what Peter Obi wants from political parties — I do.
Grab a coffee and I will explain — it’s a long one.
It’s clear to me, and anyone who is paying attention, that Peter Obi is laser-focused on being president. Full stop.
He wants to lay a foundation upon which this country will begin the recovery of its soul.
PO sees everything else as a distraction or performative.
By the way, he doesn’t need to prove himself anymore. He won the last election and will win the next one — but I digress.
A close watcher of the man will see that he is channelling precious energy and resources towards making sure that he wins again and that his mandate is not stolen a second time.
Energy is finite. Wise people pick their battles.
Fighting random proxies like Lamidi Apapa to prove a point is useless in the extreme. Committing the enormous time and energy required to prove that he can hold a political party with willpower alone when courts are in the pockets of APC is like urinating on a rock just to prove that wet rocks glint in the sun.
Political parties as is currently constituted is a cage that he must work within. So to make sure his name is on the ballot, the man has to tear up the rule book you, and the undiscerning are judging him by.
Pause for a moment and acknowledge that the data points you’re using to judge Peter Obi today is after the fact.
Let’s do a thought experiment.
Imagine it’s the night of 23th May, 2022, days before the PDP primaries:
- Your name is Peter Gregory Onwubuasi Obi.
- Your brand is that you will never pay for votes.
- You already know that tens of thousands of dollars are greasing the palms of delegates.
Answer honestly.
What would you do?
Would you in your craziest thoughts imagine that moving to Labour Party, a party that doesn’t appear even as a footnote, is a remote option?
Would you fancy your chances with 9 months to prepare for an election?
Would you dare slog it out alone without anyone of note in your corner?
What would be your assessment of a person’s concern for your wellbeing, were they to suggest such madness?
Your answer (and mine) is very simple, unless you’re lying to yourself.
“Oga just go home, you don try. As you no dey give shishi, Nigerian politics is not for you. Even if you get shishi to give, you can’t outspend Atiku and Wike.”
But what did Peter Obi do?
He moved to Labour Party and reignited hope in young hearts up and down the country.
He read the mood of the people and mapped out a path and a campaign plan that he executed flawlessly.
A man who has that level of insane belief in his abilities is who you flippantly speak about instead of humbly taking notes?
People forget that Peter Obi’s appeal is not a random act of nature. It derives from an intentional life — painstakingly built over 6 decades to withstand the type of pressure that will forge diamonds.
So when you say, offhandedly, that he has a large following, do well to remember that he earned it! His followership didn’t fall from the sky. He earned that shit!
Now tell me this, what would you do if the umpire and your opponents are in the same WhatsApp group?
It is most unwise to loose a second of focus playing by the rules that they invent to keep you running around in circles. Reminds me of a clip I saw once of a cat chasing laser shone on a wall.
If they set up the rules so that instead of fighting them, you are chasing a sliver of laser, you refuse, you flip the rules or you don’t play at all.
Is it not instructive that the arguments you have about his relationship with political parties are the same as Wike and the APC (the trap setters) use against him? That should give you pause.
Finally Rev, instead of marvelling at a man dodging bullets like Neo in the Matrix, you sound unhappy that he isn’t standing still and taking the bullets in the stomach like a real man.
100 years is not 100 days. 🎉Happy 100th Birthday to Prof. Otonti Amadi Nduka, DMGS Class of 1944 — a legendary Nigerian Professor of Education and a true inspiration to generations.100 years of wisdom.
100 years of impact.
100 years of legacy.Lux Fiat!
I don’t think so! It’s new and should be tested.
This dispute raises a fascinating legal question: can a promise made on social media become a legally binding contract?
Many people assume the answer is automatically no because the exchange took place on X (formerly Twitter). However, contract law is concerned with the substance of an agreement rather than the medium through which it is made.
The most famous authority on this point is Carlill v Carbolic Smoke Ball Co. In that case, a company advertised that it would pay £100 to anyone who used its smoke ball product as directed and still contracted influenza. Mrs. Carlill relied on the promise, used the product, became ill, and claimed the reward. The company argued that the advertisement was merely a marketing exercise and not a serious offer. The court disagreed.
The court found that the essential ingredients of a contract were present. First, there was an offer: the company’s promise to pay £100. Second, there was acceptance: Mrs. Carlill accepted the offer by performing the required act. Third, there was consideration: she went through the inconvenience of purchasing and using the product, while the company benefited from increased sales and publicity. Finally, there was an intention to create legal relations, evidenced by the company’s conduct and the seriousness of the promise.
Applying those principles to the Sevilla matter, one could argue that the ingredients of a contract may also be present. The alleged reply of “100k” could be interpreted as an offer that a tryout would be granted if a specified condition was met. Acceptance occurred when Oladipupo undertook the challenge and obtained the required 100,000 reposts. Consideration may be found in the substantial publicity and engagement generated for the club, while Oladipupo expended time, effort, and resources in achieving the target.
The most contentious issue is likely to be the intention to create legal relations. Oladipupo would argue that a reasonable person reading the exchange would understand it as a genuine promise. Sevilla, on the other hand, would likely contend that the response was merely social media engagement and not intended to create legally enforceable obligations.
Unlike Carlill, where the court found clear evidence that the company intended its promise to be taken seriously, the informal nature of social media communications may make this element more difficult to establish. Nevertheless, the fact that a promise was allegedly made, a condition was specified, and that condition was fulfilled means the claim cannot be dismissed outright.
Whether a court would ultimately find a binding contract is uncertain. However, the dispute serves as a modern reminder that the principles established in Carlill v Carbolic Smoke Ball Co. remain relevant today. A promise made to the public, even through a tweet, can potentially give rise to legal obligations where the traditional ingredients of contract formation are satisfied.