a. Agency relationship could arise by agreement or by operation of law. The latter which does not depend on the prior authority of the principal, could occur by the way of:

(i) necessity-This is a compelling action that a person takes on behalf of another person to save that other person’s goods or property from depreciation, deterioration, or destruction without that other person’s prior authority;

(ii) ratification- This is a situation in which the action of a person without prior authority is approved by a principal, which approval amount to antecedent authority; and

(iii) estoppel- Is a situation in which a principal will not be allowed to deny or resile from his authority where he had acted in such a manner that it was reasonable to infer or believe that he had authorised the agent’s actions.

b. Case law, also referred to as judicial precedents, are laws derived from the previous judgments of superior or higher courts in respect of cases with similar facts, which must be followed by lower courts in the hierarchy. Statutes are laws enacted by legislative bodies in the performance of their duties, which comprise Acts of the National Assembly and Laws of State Houses of Assembly.

c. The attributes of a limited liability partnership include the following:

i. it is a body corporate and a separate legal entity from the partners.

ii. it has perpetual succession so that a change in its membership does not affect its existence, rights, or liability.

iii. it must have at least two partners and two designated partners, provided that the two partners could also be the designated partners.

iv. however, where all the partners are bodies corporate, at least two of their nominees or at least two individual partners must serve as designated partners.

v. one of the designated partners must be resident in Nigeria.

vi. its name must end with the words “Limited Liability Partnership” or “LLP”; vii. it may sue and be sued in its name.

viii. it. may acquire, hold, and dispose properties of any nature in its own name; and

ix. it may have a common seal, if it is so willing.

d. The Court may lift the veil of incorporation of a company for any of the following reasons:

i. when it discovers that the company has been formed so as to avoid a legal obligation;

ii. where a public company or a private company with an authorised membership of at least two carries on business with less than the minimum membership of two;

iii. where the name of the company has been misstated or the company has been misdescribed;

iv. if the company has traded fraudulently;

v. when there is the need to determine the residence of the company;

vi. to apportion benefit or liability in a holding company/subsidiary relationship; and

vii. for public policy reason.