A Texas law firm with a Nigerian footprint
Searching for a Nigerian lawyer in Texas usually means you need two things at once: counsel who understands U.S. law and business practice, and a team that understands the Nigerian legal and regulatory landscape. Kachikwu & Nama was built to sit on that bridge. Our main office is in Texas, and our offices in Lagos and Abuja keep us close to Nigeria’s commercial and administrative capitals.
Co-founder Prof. Emmanuel Ibe Kachikwu is a Harvard-educated lawyer who served as President of OPEC, as Nigeria’s Minister of State for Petroleum Resources and as Group Managing Director of NNPC. He is the author of 13 books on oil, gas, petroleum law, investment and contract law. That perspective shapes how we read a Nigerian deal: not only what the documents say, but how the regulatory framework behind them operates.
Doing business in Nigeria from the US: incorporate first, then trade
A foreign company cannot simply open its doors in Nigeria. Under the Companies and Allied Matters Act 2020, a foreign company that intends to carry on business there must take steps to incorporate a separate Nigerian entity, and until it does so it may not carry on business in Nigeria. Acts in breach of that rule are void, and the exemptions are limited. Your first decisions are therefore the shape of the Nigerian company, who owns it and how it connects to your U.S. structure.
Companies with foreign participation then register with the Nigerian Investment Promotion Commission (NIPC), generally after incorporation and before starting business. Nigeria is open to foreign ownership in most sectors, subject to a short list reserved for Nigerians, such as arms and ammunition. If you plan to bring in foreign staff, an expatriate quota approval belongs in the same planning conversation.
- Choosing between a subsidiary, a joint venture or another vehicle
- Ownership and governance that fit your U.S. holding structure
- NIPC registration and expatriate quota planning
- Coordination with your U.S. tax adviser before money moves
Invest in Nigeria with the exit planned: the Certificate of Capital Importation
Many investors focus on getting money into Nigeria and forget to plan how it will come back out. When foreign capital arrives for investment, an authorized dealer bank issues an electronic Certificate of Capital Importation confirming the inflow. Nigerian investment law guarantees foreign investors the transfer, through an authorized dealer and in freely convertible currency, of dividends or profits net of tax, payments on foreign loans and the net proceeds of a sale or liquidation.
That guarantee works best when the paper trail exists. The Central Bank of Nigeria’s foreign exchange rules call for the certificate, among other documents, when dividends are remitted abroad. Because the certificate is tied to the inflow itself, it should be planned before the wire is sent, not chased afterward. Our published analysis of the mistakes that sink Africa–U.S. deals lists blocked repatriation among them for exactly this reason.
- Sequencing capital inflows so each one is certified
- Equity or shareholder loans, and how each comes home
- Documents for dividend and loan remittances
- Exit planning before entry
Energy, local content and compliance on both sides of the Atlantic
Nigeria’s oil and gas sector carries its own rulebook. The Nigerian Oil and Gas Industry Content Development Act 2010 requires that Nigerian independent operators, and Nigerian goods, services and workers, receive first consideration, and operators must submit a Nigerian Content Plan to the Nigerian Content Development and Monitoring Board. For a U.S. service company or investor, these rules shape bids, partnerships and staffing from the first conversation, and Prof. Kachikwu’s years at the head of NNPC and the petroleum ministry inform how we read them.
U.S. law travels with you too. The Foreign Corrupt Practices Act bars U.S. persons and companies from corruptly offering anything of value to foreign officials to win or keep business, including through agents. All U.S. persons must also comply with sanctions administered by the Treasury’s Office of Foreign Assets Control. We build checks on partners, agents and payment flows into the deal, so compliance is part of the structure rather than an afterthought.
Contracts, governing law and disputes you can enforce
A Nigerian contract is only as strong as your ability to enforce it where the assets are. Before signing, decide which law governs, where disputes are heard and in what forum. Arbitration is often preferred because the United States and Nigeria are both parties to the New York Convention on the recognition and enforcement of foreign arbitral awards, and U.S. federal law directs American courts to enforce it.
Capital also flows the other way. Nigerian families, entrepreneurs and companies investing in Texas real estate, energy assets or new businesses need the same care in reverse: the right Texas entity, sound contracts and clear answers on U.S. requirements for foreign owners. Whether the money moves from Texas to Lagos or from Abuja to the United States, you deal directly with the lawyer who drafts your documents.
Frequently asked questions
Are you a Nigerian law firm or a Texas law firm?
Kachikwu & Nama is a Texas law firm. Our main office is in The Woodlands, near Houston, with a second Texas office in Huntsville and offices in Lagos and Abuja. That lets one team look at a Nigeria–U.S. transaction from both ends. Where a particular step must be handled by counsel admitted in Nigeria, we say so at the outset and agree a clear split of roles and scope before work begins.
Can a U.S. company own 100% of a Nigerian company?
In most sectors, yes. Nigeria is open to foreign investment across most of its economy, and wholly foreign-owned companies register with the Nigerian Investment Promotion Commission like other companies with foreign participation. A short list of activities, such as arms and ammunition, is reserved for Nigerians, and some regulated sectors carry their own licensing or local content rules. Every situation depends on its facts, so we check your sector before you commit.
Can my American company do business in Nigeria without a Nigerian company?
Generally not on an ongoing basis. The Companies and Allied Matters Act 2020 requires a foreign company that intends to carry on business in Nigeria to take steps to incorporate a separate Nigerian entity, and until then it may not carry on business there. Limited exemptions exist, and selling to Nigerian buyers from the U.S. raises different questions. We help you choose the right model before anyone signs a contract in Nigeria.
What is a Certificate of Capital Importation, and why does it matter?
It is an electronic certificate issued by an authorized dealer bank to confirm that foreign capital came into Nigeria for investment. It is the record investors rely on to send dividends, loan payments or sale proceeds back out through official foreign exchange channels. Because it is tied to the inflow itself, it should be planned before the money is sent rather than pursued afterward, when fixing a gap is far harder.
Does the FCPA apply if I work through a local agent in Nigeria?
Yes. The Foreign Corrupt Practices Act reaches corrupt offers made directly or through agents, intermediaries and partners, and it applies to U.S. persons and companies of every size. A short review of who you are working with, what they will do and how they are paid is a sensible step before any Nigerian deal, and it is far cheaper than responding to a problem later.
How does working with Kachikwu & Nama begin?
It begins with a consultation. We listen to what you want to achieve in Nigeria or in Texas, identify the legal questions on both sides, and agree the scope and split of roles before any work starts. From then on, you deal directly with the lawyer who drafts your documents. We cannot promise outcomes, but we can give you a clear plan and tell you plainly what your situation requires.
Book a consultation with Kachikwu & Nama and plan your Nigerian investment, from incorporation to repatriation, before the first dollar moves.
Book a consultationThis page provides general information, not legal advice. Every situation depends on its facts. Contacting the firm does not create an attorney-client relationship.