FACT-CHECK: Under CAMA, can FG install permanent board of trustees in churches?
By Philip Shimnom Clement
Claim: The General Oversee of Omega Fire Ministries, Apostle Johnson Suleman while addressing a church congregation recently condemned the newly signed Companies and Allied Matters Act (CAMA) while describing it as an attempt to control Nigerian churches.
He stated the federal government can dissolve and appoint board of trustees for churches without objection from any court of law.
Verdict: The claim by Apostle Johnson Suleiman in Facebook video saying that the Nigerian government can install board of trustees for churches without any court of law upturning the decision is MISLEADING.
The Facebook video on 26 August 2020 which suggests the General overseer of the Omega Fire ministries addressing his church members has sparked several reactions from Nigerians and other social media users around the world.
During his address to the congregation, Apostle Suleman stated that “The CAMA act is a diabolic and evil intended act, it says they can change a board of trustees and no court can upturn it.
Why will I respect an act that does not respect the law? Somebody will say, in America or London, government regulate charity organizations that is true. We have about eight churches in London and 30 in America, so I should tell you what works,”
He went further saying: “In America and London, charity organizations apply for grants and government will fund them.
In the last pandemic in America, I know churches that got $80,000 supported by the government. So when you support charity organization, you can regulate them.
Is it this country we will apply for N100 million and this government will give us? If you give us, then you can regulate us”
The Facebook post as at the time of this fact check, generated 8,700 Facebook likes, 7,500 shares and 1,400 comments.
In a similar vein, the presiding Bishop of Living Faith Church International popularly known as Winners Chapel, Bishop David Oyedepo strongly opposed the application of CAMA in churches.
According to a report by legit.ng the bishop said the federal government was envious of the progress so far made by the church which is why it is introducing the law.
He objected government’s decision saying, adding that it is not proper to “Subject Gods heritage on earth (churches) to the same laws as companies..
He said “The church is God’s heritage on earth, molest the wife of somebody and you will see the anger of that person.
The church is the bride of Christ. You know how strong a man is when you tamper with his wife. The Church is the body of Christ,”
He went further to say that “It is only in Africa that people who are over 80 years still run around to become president. I know that it is the prosperity of the church that is making them jealous,”
About CAMA
The Companies and Allied Matters Act (CAMA) which was signed into law on August 7, by President Muhammadu Buhari, It seeks to mprove the ease of doing business and competitiveness in Nigeria, revamping the Companies and Allied Matters Act (CAMA) 1990, as proposed by the Corporate Affairs Commission (CAC) to help strengthen its supervisory and regulatory powers in line with global standards and practices, was, in the beginning, considered a policy change whose time has come.
Highlights
The CAMA 2020 repeals the CAMA 1990 and amongst other provisions introduces the following changes:
· Provisions for a single member/shareholder companies whereby, under the CAMA 2020, a private company can be established with only one member or shareholder;
· Authorized Share Capital has now been replaced with Minimum Share Capital. Thus, the promoters of a business do not need to pay for shares that are not needed at a specific time with the introduction of minimum share capital provision;
· Filing, share transfer and meetings can now be done electronically by private companies;
· Annual General Meetings can now be held virtually for all companies;
· Introduction of Statement of Compliance which can be signed by an applicant or his agent, confirming that the legal requirements with respect to registration have been complied with.
This serves as an alternative to the requirement to submit a Declaration of Compliance, which required the signature of a lawyer or attestation before a notary public;
· Exemption of small companies or companies with single shareholders from the requirement to appoint Auditors;
· The requirement for appointment of a company secretary is now optional for private companies;
· Introduction of Limited Partnerships and Limited Liability Partnerships in Nigeria which provides the organizational flexibility and tax status of a partnership with the limited liability of members of a company for partnerships;
· Reduction of filing fees for registration of charges;
· Merger of Incorporated Trustees ;
· Restriction on multiple directorship in public companies, this prohibits a person from being a director in more than five public companies at the same time;
· Business rescue provisions for Insolvent Companies;
· Enhancement of Minority Shareholder Protection and Engagement – The Act restricts private companies from appointing a director to hold the office of the Chairman and Chief Executive Officer.
The section of the bill which has sparked outrage concerns religious groups and Non-governmental organisations.
The contentious provision of the new law is Section 839(1) & (2) which provides that the Registrar-General of the Corporate Affairs Commission and a supervising minister, will strictly regulate religious bodies and nongovernmental organisations.
The law also empowers the Registrar General to suspend the Trustees of these groups and appoint an interim manager or managers to coordinate their affairs where it reasonably believes that there had been any untoward conduct or mismanagement, or “where the affairs of the associations are being run in a fraudulent manner, or where it’s necessary or desirable for the purpose of public interest”.
Civil society groups and church leaders have strongly condemned the controversial section 839(1) & (2), describing it as obnoxious, unacceptable and a needless meddlesomeness in the affairs of religious bodies and other associations which was widely reported by majorly newspapers and others news mediums including Punch and Premium Times.
They maintained their displeasure over its implementation and, therefore, have implored the presidency to return to the National Assembly for necessary amendment.
Verification
Checks by Daily Times has shown that the assertion made by Apostle Suleman and other religious bodies over the new CAMA which has been signed by President Buhari stating that the federal government can at any time suspend and install Board of Trustees (BoT) for Nigerian churches is MISLEADING.
Section 839 (1) states that “The Commission may by order suspend the trustees and appoint INTERIM MANAGER and not replace trustees.
Also, findings by Daily Times shows that the interim manager/management will only oversee administrative and financial aspects of any affected church and not the spiritual aspect.
Further look at the provisions clearly shows that an Order is required before the Commission can take the regulatory steps mentioned such as suspension of trustees and appointment of interim manager(s) over the affairs of an association or religious body.
The order in question must be an order of a court of competent jurisdiction as Section 839(6) states and not an order by the Registrar-General of CAC or the President of Nigeria.
The process of securing the order would require the filing of an application/petition by way of a motion in court supported by a strong affidavit evidence showing reasons why a suspension order and/or order for appointment of interim managers should be made.
The application may be made by the Commission or one-fifth of members of the association or religious body.
Consequently, Section 839(6)(a) states that the suspension CANNOT last forever as it must not exceed 12 months.
Also, the court, the Commission and members of the association and religious bodies are all involved as stakeholders.
Similarly, this Newspaper, BusinessDay and ThisDay also reported how the Registrar General of the Corporate Affairs Commission, Garba Abubakar refuted insinuations stating that CAMA is targeted at controlling churches.
He said the legal framework applies to all organisation registered as Incorporated Trustee whether religious or social clubs.
He said the law provides the minimum standards on how these organisations should be governed, adding that once an association submits itself for regulatory oversight through registration, then it cannot now be asking for an exemption.
Abubakar added that the law on the provision of suspension of Trustees has stated the grounds upon which the government can intervene in their affairs.
He listed some of these grounds to include fraud, mismanagement, and threat to the public interest among others.
READ ALSO: CAMA not targeted at churches, CAC clarifies
He noted that based on the new law before someone can be suspended, he must be heard while recommendations made by the CAC board and the Minister of Industry Trade and Investment for approvals.
He described the process of suspension of Trustees as stringent arguing that even when someone is suspended, such Trustee member can approach the court to seek redress.
Conclusion
Following Findings by Daily Times, the Claim by Apostle Johnson Suleman that the federal government can install Board of Trustees (BoT) for Nigerian churches without any court upturning the decision is MISLEADING.
The Act only provides for appointment of interim manager (s) by the Corporate Affairs Commission which is expected to last for only 12 months.
Also, any suspended trustee can approach a court of competent jurisdiction to seek redress under the Act.
