Communique – NBA CAC Task Force On Ease Of Doing Business {see full recommendations}

Earlier this year, the NBA President-Mr. Olumide Akpata – set up a Task Force on the Ease of Doing Business at the CAC. The Task Force was to identify the main challenges faced by users of CAC’s services and to engage with CAC to proffer possible solutions in ensuring seamless and optimal customer service experience.

The NBA CAC Task-Force, in performance of their duties, have issued a communique that outlines the steps that have been taken, the key agreements reached and the next steps. The expectation is that the CAC will begin to implement these steps and the NBA will continue to monitor the process to ensure that results are achieved. The communique reads:

COMMUNIQUE – NBA CAC TASK FORCE ON EASE OF DOING BUSINESS

A. PREAMBLE
The NBA President, Mr Olumide Akpata set up a Presidential Task Force (the “Taskforce”) on Ease of Doing Business at the Corporate Affairs Commission (“CAC”) on the 24th of September 2020 to identify the main challenges faced by users of the CAC’s services and engage with the CAC to proffer possible solutions to ensure a seamless and optimal customer service experience.

The Taskforce in fulfilment of its mandate took the following steps:

a. Had its inaugural meeting to map out a plan on the 28th of September 2020
b. Carried out a survey (“The Survey”) to identify the challenges faced by the CAC’s customers and possible recommendations for resolving the challenges. A total of 1,875 people participated in the survey with about 5,000 recommendations. The Taskforce distilled the recommendations and categorized them for discussion with CAC.
c. Held its first meeting with the RG of CAC on 8th October 2020 to present the issues identified and recommendations to the RG. The RG attended the meeting with 30 heads of departments and explained the internal workings of the CAC to the Task Force.
d. The task force held further internal meetings and further stakeholder engagements to distill outcome from its first meeting with the RG of CAC.
e. The Task Force forwarded further recommendations to the RG of CAC and held its second meeting with the RG of CAC on 17th November 2020 to agree on adequate resolutions to the issues identified.
f. This Comminique is issued as a sequel to the above steps and engagements.

B. THE RESULTS OF THE SURVEY
The survey responses and the percentage of complaints on each issue are as follows:

1. Delay in registration of Company – 1164 responses (62.5%)
2. Delay in post incorporation – 1,119 responses (60.1%)
3. Delay in issuance of Certified True Copies – 915 responses (49.2%)
4. Courier Service Complaint – 910 responses (48.9%)
5. Delay in obtaining Registrar-General’s consent – 900 responses (48.4%)
6. Delay in reservation of name – 574 responses (30.8%)
7. Others – 539 responses (29%)

C. SUMMARY OF CAC’S HIGH LEVEL RESPONSES.
The following broad responses (not verified by the Task Force) from the CAC are pertinent:

a. A lot of the delays and issues are caused by the ongoing transition to a technology based system instead of a manual system.
b. Some of the steps taken, like banning physical searches are informed by people who steal or mutilate documents in CAC files.
c. COVID19 protocols dictated that only a certain grade of staff could be in the office during the lockdown period. This led to considerable backlog as all the CAC junior staff were excluded from coming to the office.
d. Federal Government included as part of its COVID19 palliatives the incorporation of 250,000 business names for young Nigerians. This added to the backlog and is still ongoing.
e. The ineptitude of some of the courier companies engaged is totally outside the control of the CAC.

D. THE WAY FORWARD
a. Task Force made several recommendations which were accepted by the CAC.
b. The CAC promised to expedite its new technology in a fast paced manner with due consideration for customers.
c. The lock down now eased CAC promised customers should expect faster delivery timelines.
d. The Task Force shall recommend to NBA to set up a complaints system to monitor the CAC and instil a reporting system that shows progress or regression in delivery of services by CAC.

E. SIGNIFICANT AGREEMENTS REACHED WITH CAC
We have set out in the table below the significant agreements reached between CAC and the Task Force:

1. Searches
   The Task Force requested that lawyers should be allowed to conduct searches on CAC files were they deem it necessary to do so and in the interest of the integrity of information given the clients. It was therefore agreed that:
   a. In addition to the self service window which will be incorpotated into the new CAC’s operating system for all customers, physical searches on a file would be allowed where customer requires company information beyond ordinary or a detailed due diligence is required. A fee to be prescribed will be charged on application.
   b. To new CAC regulations should be explicit on circumstances under which CAC would allow a customer into its premises for a physical search.
   Further information provided by CAC in this regards are:
   a). Online searches will be available on the new portal. The information about each company is being updated as the company files returns or searches are conducted on the company. The CAC is currently focused on updating information on all active companies. Over time, historical information would also be available online on all the companies registered by the CAC.
   b). Basic information about every company is available on the CAC’s website through the public search portal.
   c). The CAC is upgrading its archival system to integrate it into its new system, and this would enable customers to have access to scanned documents.

2. RG’s Consent for Incorporation of Incorporated Trustees & Company Limited by Guarantee
The Task Force requested that delays in this regard should be addressed by the RG’s consent being obtained at the same time as the name availability application and RG should delegate the cosent to certain zonal coordinators and the N5,000 fee should not be charged. The CAC agreed to treat the consent simultaneously with the availability application but the RG insisted that because of the security implications of this consent he cannot delegate it. RG also insisted that the fee be paid as it is nominal.

Further information in this regard from CAC: Consent applications should not be sent to the Zonal Offices but to consent@cac.gov.ng

3. CAC Complaints Unit
The Task Force requested that CAC institutes a central complaints unit separate from the one they have on a departmental basis. This unit should have Key Performance Indicators based on how many complaints they follow through weekly. This was agreed with CAC.
Further information in this regard from CAC:
a. Complaints should be sent electronically to the following email addresses complaints@cac.gov.ng or complaint.it@cac.gov.ng and copy complaint.compliance@cac.gov.ng, cservice@cac.gov.ng. A member of the Quality Assurance Team will escalate the complaint to the relevant department and follow up on the resolution of such complaints.
b. The new system to be deployed, assigns each customer a User Account, and interface would be on that account which would reflect the status of each application at every point similar to what obtains with new incorporation.
c. The CAC has developed an in-house application to track and monitor all applications and complaints received either electronically or physically with a colour code to reflect the status of such application.
d. There are Telegram Groups for Lagos and Abuja where manifests of documents dispatched are uploaded daily. Complaints are also addressed on the Telegram Groups.
e. A portal for complaints has been built into the new system, and each customer can send in their complaints directly from their accounts.

4. Post Incorporation Issues
The TaskForce was of the view that post incorporation issues needed to be streamlined like the incorporation system where payments are made online and documents obtained online. The CAC in response stated as follows:
a. The new operating system to be deployed by the CAC has a portal for post-incorporation returns.
b. The CAC currently accepts electronic filing of some statutory returns such as annual returns, notification of change of directors, secretary or registered address and allotment of shares. The applicable CAC form should be sent by email to any of the following email addresses post@cac.gov.ng; post.it@cac.gov.ng; or post.registry@cac.gov.ng
c. Customers can send bulky documents to the CAC through the designated courier companies. For example registration of charges and loan agreements.
d. By the time the new system is deployed, all transactions can be conducted online including uploading of bulky documents especially for charges
e. All requirements for the filing of CAC’s processes are clearly stated on the CAC’s website. Customers should check the CAC’s Checklists and Regulations before filing their post-incorporation documents to reduce incidences of queries.
f. The backlogs and pending post-incorporation applications would still be sent off to customers through the designated courier companies until they are all cleared.
g. After the deployment of the new technology, there would be a clear week for migration to the new system where new documents would not be treated; and
h. An account would be created for each company on the new CAC post-incorporation portal where each company’s accredited agent would be able to log in, view details of the company, and update the company’s record.
i. In the future, certificates and certified true copies of documents would not be issued physically.

5. Lawyers Accreditation with CAC
The CAC and the Task Force agreed that a seamless accreditation of lawyers was of utmost importance. Accreditation would be done electronically without the physical presence of customers at the CAC’s premises.
The CAC agreed that the Nigerian Bar Association will revert with an authentic process for CAC to plug into the NBA database to verify lawyers that are still on the roll with the Supreme Court and not subject to any disciplinary actions.

6. Issues with Courier Companies
The Task Force made known to CAC the many complaints about the inefficiency of designated courier services companies used by the CAC. In response, CAC said documents are released to courier companies every two hours with an agreement that documents received before 2:00 pm would be delivered to the clients on that day and that documents received after 2.00 pm would be delivered to the clients before 12:00 pm the following day. Clear manifests of documents released to each courier company are regularly uploaded on the Telegram Groups and on the website. The CAC admittedly has no control over the efficiency of courier companies but promised to penalize those who are recaltritant if the complaints are brought forward by customers. CAC looks forward to the the deployment of the end to end electronic system which result in the end of incidences of missing or delayed documents.

7. Multipliple and layered Queries
The Task Force identified that one of the causes of delay was multiple queries and layered queries. In which case when one query is addressed, then it moves on to another department and another query is raised. The Task Force requested that a system should be emplaced to identify and communicate all queries at the same time whereby one officer deals with a transaction from beginning to end. Task Force also requested that emails and text messages should be sent to the customer with dispatch and minor issues should be resolved over the phone without a formal query. In certain situations, a physical meeting should be allowed where necessary.
The CAC agreed with this recommendation and went further to mention that customers should be careful to provide the functional email addresses and phone numbers in their paperwork so they can be easily contacted.

8. Information Disemmination/Social Media channels
The Task Force identified that many problems emanate from poor information dissemination between CAC and lawyers. The CAC encouraged lawyers to follow CAC on Twitter @cacnigeria1 and promised to regularly post news update or information on its website at www.cac.gov.ng. Customers are also encouraged to join the two Telegram Groups for Abuja and Lagos by clicking on the appropriate links on the CAC’s website.
Finally, the agreed to recommend to the NBA that to set up an information dissemination channel where news from the CAC are transmitted directly to lawyers via the NBA.

9. Application for refunds
The Task Force raised the issue of refunds for excess payments and the need to expedite those refunds. The CAC was of the view that a fair amount of these refunds were avenues for fraudulently collecting deliberate overcharges on statutory fees and lawyers should ensure they pay only the right amount due to CAC because accounts is subject to several deductions from Ministry of Finance. The CAC opined that processing refunds from government coffers is cumbersome that CAC now has a revised policy on refund where virtual wallets would be created for each customer so that excess monies can be applied towards subsequent filings and only authorized by the entity that made the payment.

10. Timelines and modalities for deployment of the new technology.
The Task Force mindful of CAC’s proposed deployment to a new technology requested that CAC published a time table and program of modalities so that customers are pre-informed of likely disruptions and can plan their transactions accordingly. CAC agreed to do so immediately.

11. Zonal Offices and decentralization of filing processes
The Task Force was of the view that several zonal offices should be designated to act on an end to end basis to reduce delays. The CAC opined that with the advent of technology and most trasactions going online, the personnel in the zonal offices will not be busy attending to customers. Such personnel will be deployed to other workstreams that go hand in hand with the technology to be emplaced – like granting online approvals, addressing complaints and the like. The CAC was of the few that a few zonal offices may still be allowed to collect physical applications particularly business names registrations and that the physical searches on business names would still be conducted in certain zonal offices.

12. Bripan and Insolvency Practitioners
The Task Force was of the view that limiting insolvency practice to members of BRIPAN under Section 705 (c) of CAMA 2020 was an additional hurdle for NBA members practicing in that sphere. It was agreed that the NBA and CAC will engage further in this regard.

13. CAC Published Timelines
The Task Force was keen to extract promises from CAC on it timelines for delivering on each transaction to its customers and requested that the CAC publishes a set of reasonable timelines that NBA and the public can hold the CAC to going forward. The CAC agreed to publish this immediately.

14. NBA CAC TASKFORCE Monitoring System
The Task Force firmly believes that whilst this engagement may have led to some helpful decisions, we are not able to confirm the level of improvement on service delivery by the CAC. This will need constant monitoring. In this regard, the Task Force has recommended to the President of the NBA, that NBA should set up a monitoring system to receive complaints and transmit them directly to the CAC and to monitor on a real time basis. The modalities for publishing such complaints should be published on all the NBA platforms at the earliest.

Signed
CHAIRMAN TASK FORCE

AYULI JEMIDE