Recent developments in the regulation of cross-border technology and licensing agreements in Nigeria

Abstract

This article analyses the National Office for Technology Acquisition and Promotion (NOTAP) Act that prescribes the registration of certain cross-border agreements largely concerning intellectual property and management services involving Nigerians and foreigners. It discusses the policy underpinning this obligation to register. It reviews the recent amendment of the NOTAP Act. It scrutinizes the debate that suggests that the non-registration of NOTAP registrable agreements makes those agreements illegal and unenforceable. It reviews the two appellate decisions on the issue and argues that, presently, it is erroneous to treat such registrable agreements as illegal. Today, the only effect of non-registration of registrable agreements is that foreign exchange fees, royalties and the like cannot be remitted through the Central Bank of Nigeria. The article highlights the possible commercial impact of such erroneous treatment of unregistered registrable agreements. The article examines whether the powers of NOTAP extend to making cross-border licensing and technology agreements between a Nigerian-based licensor and foreign-based entity registrable by NOTAP. It calls for an amendment of the NOTAP Act to make the registration of registrable agreements compulsory such that non-registration will make such agreements unenforceable.