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La Côte d’Ivoire a adopté la loi n°2013-450 du 19 juin 2013 sur la protection des données personnelles afin de répondre aux exigences de la transformation numérique.

L’article 1er de cette loi définit les données à caractère personnel comme étant « toute information de quelque nature qu’elle soit et indépendamment de son support, y compris le son et l’image relative à une personne physique identifiée ou identifiable directement ou indirectement, par référence à un numéro d’identification ou à un ou plusieurs éléments spécifiques, propres à son identité physique, physiologique, génétique, psychique, culturelle, sociale ou économique. »

Ainsi, en vertu de l’article 3, sont notamment soumis à la loi :

  • toute collecte, tout traitement, toute transmission, tout stockage et tout utilisation des données à caractère personnel par une personne physique, l’Etat, les collectivité locales, les personnes morales de droit public ou de droit privé ; 

  • tout traitement automatisé ou non de données contenues ou appelées à figurer dans un fichier ;

  • tout traitement de données mis en œuvre sur le territoire national.

L’article 46 de loi créé l’Autorité de protection des données à caractère personnel[1], autorité administrative indépendante chargée de la régulation des télécommunications et des technologies de l’information et de la communication.

Dès lors, tous ces traitements de données sont soumis à une déclaration préalable auprès de l’Autorité de protection des données à caractère personnel. Cette déclaration doit comporter l’engagement que le traitement est conforme à la loi sur la protection des données. L’Autorité de protection des données à caractère personnel délivre, par la suite, un récépissé permettant au demandeur de mettre en œuvre le traitement des données.

 

NIGERIA

Updated on 01/02/2025

I. Economic Data 

A. Macro-economic data
  • General data[1]

- Population in 2023: 223,804,632

- Surface area: 923,773 km²[2]

- Density: 230.44 inhabitants/km².[3]

- GDP (nominal) 2023: $362.81 bn

- GDP (PPP) 2023: $1,414 Md[4]

- GDP (PPP)/person 2023: $1,621.1

- Growth rate: 2.9%

- GNI/capita (PPP): $5,200

- HDI 2019: 0.54[5]

- Literacy rate in 2021: 63%[6]

- Life expectancy in 2022: 54 

flag-nigeria.jpg
flag-nigeria.jpg

I. Economic data

A. Macro-economic data

 
- General data[1]

 

  • Population 2021: 85,372,377 inhabitants

  • Area: 774,815 km2

  • Density: 98 inhabitants/km2

  • GDP (nominal) 2022: $907.12 bn[2]

  • GDP/capita 2022: $10,674.5[3]

  • GDP (PPP) 2022: $3,182 bn[4]

  • GDP (PPP)/capita 2022: $37,445.2[5]

  • 2021 growth rate: 5.5%[6]

  • GNI/capita (PPP) 2021: $30,290

  • HDI 2021: 0.838

  • Literacy rate: 97%[7]

  • Life expectancy 2022: 78.5 years


- Policy[8]
 
Türkiye is a parliamentary Republic made up of 81 provinces[9]. Since 2014, the President has been Recep Tayyip Erdogan.
 
In 2017, Mr. Erdogan organized a constitutional referendum. The result was in favor, so now most of the Prime Minister's executive powers have been transferred to the President[10].
 
Türkiye became a member of the Council of Europe in 1949 and NATO in 1952. In addition, Türkiye was a member of the UN Security Council in 2009 and 2010.
 
Türkiye officially applied to join the European Union, and became a candidate country in 1999[11]. However, at the time of writing, negotiations between the European Union and Türkiye have not reached a conclusion, and Türkiye is not a member of the European Union.
 
Türkiye faces tensions with some of its neighbors, particularly Greece, over the status of islands in the Aegean and the delimitation of maritime zones; Cyprus, as Türkiye refuses to recognize the Republic of Cyprus; and Armenia, as the borders between Armenia and Türkiye have been completely closed since 1993.
 
- Economic development
 
Türkiye is a member of the OECD and the WTO and is the 20th largest world power.
 
Türkiye has a high inflation rate of 19.6%. The unemployment rate reached 13.4% in 2021[12].
 
In 2021, the Turkish currency lost 44% of its value against the dollar[13].
 
Nevertheless, the Turkish economy coped with the health crisis caused by Covid-19 without going into recession in 2020 and experienced a growth rate of 5.5% for the year 2021[14].
 
Recently, the Turkish economy has suffered a further shock from the earthquake of February 6, 2023, causing $34bn of damage[15].
 
- Resources[16]
 
Türkiye’s main resources are agricultural (wheat, barley, cotton, olives, dried fruit and citrus fruits, rice), mining (coal, lignite, chromium, iron, zinc) and industrial (automobiles, textiles)[17].
 
Agriculture accounts for 5.5% of GDP, mining and industry 31.1%, and services 63.4%.
 
The tourism sector generated $13.7 billion in 2020.
 
- Population
 
77% of the Turkish population is urban. 22% of the population is under 15, 68% between 15 and 65 and 10% over 65[18].
 
Türkiye’s five most populous cities are Istanbul (15,462,452 inhabitants), Ankara (5,663,322 inhabitants), Izmir (4,394,694 inhabitants), Bursa (3,101,833 inhabitants) and Antalya (2,548,308 inhabitants)[19].
 
- Foreign investment[20]

In 2021, foreign direct investment inflows to Türkiye reached $12.5 bn, an increase of 60.2% on 2020.

60% of foreign direct investment inflows come from European countries, 23% from Asia and 16% from America.

Foreign investment is focused on finance (31.6%), manufacturing (24.2%), energy (10.6%), information and communication technologies (8.8%), wholesale and retail trade (8.4%) and transportation and warehousing (4.7%).

In 2020, exports of goods generated $224 bn for Türkiye. Imports reached $253 bn[21].

Politics[7]

Nigeria is a federal republic divided into 36 states.

Since its independence, Nigeria has been switched between military and democratic regimes.

Formerly a British protectorate, Nigeria became independent in 1960. However, this new independence was marked by a period of economic and social tensions. Indeed, until 1970, Nigeria faced famine and civil war, resulting in the loss of the oil-rich Biafra region.

Apart from a brief period of democracy, Nigeria was under authoritarian military rule for twenty years. However, the economic crisis resulting from falling oil prices led to strong calls for democratic reforms.

Nigeria then became a democracy once again and from 1999 to 2015 was led by presidents from the People's Democratic Party.[8]

Since 2015, presidents from the All Progressives Congress have been elected. However, voter turnout is plummeting, with just a quarter of the population voting.

At the time of writing, Bola Tinubu has been the President of the Republic since he was elected on May 29, 2023.

Economic development [9]

Nigeria enjoyed robust growth until 2014, which has since fallen off, including in the non-oil sectors of its economy such as construction, wholesale trade, telecoms and hotels.

Nigeria is now Africa's leading economic power, ahead of South Africa.

Oil and gas production account for the bulk of its exports and revenues, and Nigeria is the world's 10th largest producer of natural gas.

With a view to accelerating the country's industrialization, the government has launched major projects in the gas sector. However, agriculture (cassava, yams, cocoa, peanuts, millet) still plays a major role.

Nigeria remains a vulnerable country due to its weak infrastructure, insufficient economic diversification and corruption.

Nigeria's inflation rate rose for the second consecutive month in October 2024, reaching 33.9%, compared with 32.7% in September. This was mainly due to a rise in food prices.[10]

Population [13]

Nigeria is the most densely populated country on the African continent. The population is densest in the south of the country, while the central part is much less populated.

The Niger Delta and, especially, the South-West are highly urbanized. Lagos has become one of the world's leading megacities, with over 10 million inhabitants.

The population, whose demographic characteristics are those of sub-Saharan countries, is heavily affected by AIDS.

In 2018, 30.9% of the population lived on less than 1.90$  per day. This percentage has fallen sharply since 2003, when it was 47.9% .[14]

Nigeria is the world's 10th largest producer of natural gas.[11] It is the country's main source of exports and revenue.

Tourism earned Nigeria $321 million in 2020.[12]

Resources
Foreign investment

The total stock of foreign direct investment in Nigeria was 1.872 bn in 2023. The figures were between 2.5 and 9 bn between 2005 and 2015, so they have fallen significantly since 2015.[15]

Image1.png

[8] Source : Usher Brooke

[9] Unless otherwise stated, the information below is taken from the Atlas socio-économique des pays du monde, Larousse, 2024 edition.

[10] Source : Trading Economics

[11] Source : Usher Brooke

[12] Atlas socio-économique des pays du monde, Larousse, 2024 edition.

[13] Unless otherwise stated, the information below is taken from the Atlas socio-économique des pays du monde, Larousse, 2024 edition.

[14] Source : Banque Mondiale

[15]Source : Usher Brooke

I. Economic data

A. Macro-economic data

 
- General data[1]

 

  • Population 2021: 85,372,377 inhabitants

  • Area: 774,815 km2

  • Density: 98 inhabitants/km2

  • GDP (nominal) 2022: $907.12 bn[2]

  • GDP/capita 2022: $10,674.5[3]

  • GDP (PPP) 2022: $3,182 bn[4]

  • GDP (PPP)/capita 2022: $37,445.2[5]

  • 2021 growth rate: 5.5%[6]

  • GNI/capita (PPP) 2021: $30,290

  • HDI 2021: 0.838

  • Literacy rate: 97%[7]

  • Life expectancy 2022: 78.5 years


- Policy[8]
 
Türkiye is a parliamentary Republic made up of 81 provinces[9]. Since 2014, the President has been Recep Tayyip Erdogan.
 
In 2017, Mr. Erdogan organized a constitutional referendum. The result was in favor, so now most of the Prime Minister's executive powers have been transferred to the President[10].
 
Türkiye became a member of the Council of Europe in 1949 and NATO in 1952. In addition, Türkiye was a member of the UN Security Council in 2009 and 2010.
 
Türkiye officially applied to join the European Union, and became a candidate country in 1999[11]. However, at the time of writing, negotiations between the European Union and Türkiye have not reached a conclusion, and Türkiye is not a member of the European Union.
 
Türkiye faces tensions with some of its neighbors, particularly Greece, over the status of islands in the Aegean and the delimitation of maritime zones; Cyprus, as Türkiye refuses to recognize the Republic of Cyprus; and Armenia, as the borders between Armenia and Türkiye have been completely closed since 1993.
 
- Economic development
 
Türkiye is a member of the OECD and the WTO and is the 20th largest world power.
 
Türkiye has a high inflation rate of 19.6%. The unemployment rate reached 13.4% in 2021[12].
 
In 2021, the Turkish currency lost 44% of its value against the dollar[13].
 
Nevertheless, the Turkish economy coped with the health crisis caused by Covid-19 without going into recession in 2020 and experienced a growth rate of 5.5% for the year 2021[14].
 
Recently, the Turkish economy has suffered a further shock from the earthquake of February 6, 2023, causing $34bn of damage[15].
 
- Resources[16]
 
Türkiye’s main resources are agricultural (wheat, barley, cotton, olives, dried fruit and citrus fruits, rice), mining (coal, lignite, chromium, iron, zinc) and industrial (automobiles, textiles)[17].
 
Agriculture accounts for 5.5% of GDP, mining and industry 31.1%, and services 63.4%.
 
The tourism sector generated $13.7 billion in 2020.
 
- Population
 
77% of the Turkish population is urban. 22% of the population is under 15, 68% between 15 and 65 and 10% over 65[18].
 
Türkiye’s five most populous cities are Istanbul (15,462,452 inhabitants), Ankara (5,663,322 inhabitants), Izmir (4,394,694 inhabitants), Bursa (3,101,833 inhabitants) and Antalya (2,548,308 inhabitants)[19].
 
- Foreign investment[20]

In 2021, foreign direct investment inflows to Türkiye reached $12.5 bn, an increase of 60.2% on 2020.

60% of foreign direct investment inflows come from European countries, 23% from Asia and 16% from America.

Foreign investment is focused on finance (31.6%), manufacturing (24.2%), energy (10.6%), information and communication technologies (8.8%), wholesale and retail trade (8.4%) and transportation and warehousing (4.7%).

In 2020, exports of goods generated $224 bn for Türkiye. Imports reached $253 bn[21].

B. Specific Franchising Economic Data

History

Africa is a highly promising continent for franchise development. Indeed, countries such as Nigeria, South Africa and Rwanda are among the world's fastest-growing economies.[16]

Nigeria's growing population is an important factor for the development of franchising in the country, which therefore represents a very serious market.[17]

Contract content

The cost of a franchise varies from one business sector to another. For example, Algorithmics, an educational franchise specializing in teaching computer programming to children, requires a total investment of $8,000. On the other hand, for Office Evolution, a master franchise in France specializing in coworking spaces for business customers, the total investment required is $190,000[20].

Institutions

Nigeria has an association specifically devoted to the franchise sector, called the Nigerian International Franchise Association[18]. Its aim is to promote and develop franchising in Nigeria.

Statistics

South Africa has around 800 franchise systems, spanning 14 sectors [23]. In 2018, there were 45,011 outlets in South Africa. 84% of franchisees rate their relationship with the franchisor as very good or good [24].

South Africa is now home to 68,000 franchisees [25]. 40% of them are based in the Gauteng province [26].

The biggest sector in the franchise business is fast food. South Africa has around 85,000 restaurants and over 850 franchises. The international food market is estimated to be worth $4.9 billion by 2026 [27].
 
In 2022, South Africa had 1,907 businesses and companies in a state of bankruptcy [28].

Economic impact

There are no precise statistics for the Nigerian market alone, but the African franchise market is estimated to be worth nearly $60 billion, with around 300 active networks .[21]

International [22]

Franchising is a fast-growing form of entrepreneurship in Nigeria, representing an investment opportunity for entrepreneurs. Franchising is particularly popular in the fast-food sector, with the Kentucky Fried Chicken franchise for example.

Numerous international franchises have set themselves up in Nigeria. For example, the French group Carrefour, present in Africa through its partnership with the Compagnie française de l'Afrique occidentale (CFAO), has a presence in Nigeria. The American Marriott group has 111 hotels in Africa, including 3 in Nigeria.

There are also many African franchisors in the fast-food and traditional restaurant sectors. Nigerian brands include Mr. Bigg's, which has 170 restaurants in Nigeria. Chicken Republic has   65 restaurants in Nigeria.

Nigerian brands include Big Treat, Charlies, Favorites, Frechies, Friends, Gina's Fast Food Delite, Kas Chicken, Kigstine Jo Snacks & Burger, Sweet Sensation, Tastees Fried Chicken (TFC) and The Kitchen.

Statistics [19]

In 2020, the Nigerian National Franchise Association estimated that in the next ten years the number of franchises in the country could reach 80,000, with 50,000 home grown and 30,000 international brands.

The development of franchising in Nigeria could directly create 2.1 million jobs, and almost 8 million indirectly.

Trade show

The Middle East Franchise Fair (MEFF), the first regional and travelling franchise fair in the Middle East, will take place from September 12 to 14, 2024 at the Doha Exhibition and Convention Centre. The fair is organized by Silvertrade, in collaboration with events company Al Maraya Public Relations[24].

[22] Source : Franchise Directe

[23] Source : WeFranchiz

[24] L'Afrique : un continent prometteur pour la franchise internationale et locale, Presses universitaires de Provence, Rozenn Perrigot, edition 2018, p.141-153

[25] Unless otherwise stated, the information below comes from: https://iclg.com/practice-

[26] Source : Nigerian Franchiz

Applicable legislation [23]

There is no specific legislation governing franchising. There is therefore no legal definition of franchising. However, franchising is defined by the Nigerian International Franchise Association as a business arrangement whereby the franchisor grants the franchisee the right to distribute certain products or services in a specific way, at a particular location and for a specified period of time. In exchange, the franchisee pays fees and royalties to the franchisor. [24]

There are no specific provisions governing the language in which franchise agreements must be drawn up. However, as the official language of Nigeria is English, in practice all documents must be drawn up in English.

Nevertheless, there is a Nigerian law on technology between foreign and Nigerian entities, the NOTAP act: National Office for Technology Acquisition and Promotion act. [25]

Jurisdiction and applicable law [28]

Nigeria has ratified the New York Convention on the Recognition and Enforcement of Foreign Arbitral Awards, concluded in New York on June 10, 1958.[29]

In addition, Section 6 of the NOTAP Act provides that NOTAP has the power to reject the registration of any franchise agreement which requires the franchisee to submit to foreign jurisdictions, in the event of any dispute concerning the interpretation or enforcement of  franchise agreements in Nigeria.

In practice, it should be noted that NOTAP prefers that Nigerian law be adopted as the law governing the franchise contract. It is quite rare for another law to be chosen to govern contracts, in particular English law, or for a foreign jurisdiction to be recognized as competent.

Pre-contractual information

There is no legal obligation for the franchisor to provide pre-contractual information to the prospective franchisee prior to signing the contract.

However, as early as 1981, the Nigerian Supreme Court held in Kuforji & Anor v. V.Y.B Nig. Ltd, that pre-contractual misrepresentation was actionable. [26]

Image by Annie Spratt
Contract perfomance [27]

According to the NOTAP Act, a franchise contract cannot be registered if the contract contains any provision imposing a resale price, whether for products intended for local consumption or for export.

The NOTAP Act requires technology transfers to be registered with NOTAP (National Office for Technology Acquisition and Promotion). As a general rule, NOTAP grants registration of franchise agreements for a renewable period of 3 years. Section 4 of the NOTAP Act specifies that registration is required if the contract has the purpose or consequence, in whole or in part, of being related to one of the following activities:

  • use of a trademark;

  • use of a patented invention;

  • provision of technical expertise in the form of technical assistance of any kind;

  • supply of detailed engineering drawings;

  • supply of machines and plants;

  • provision of operating staff, management assistance and staff training.

As franchises meet several of these criteria, they are subject to the NOTAP Act and therefore to this registration requirement.

Furthermore, the NOTAP Act states that contracts qualifying as technology transfer contracts may not exceed 10 years in duration.

Trademarks [30]

Trademarks and copyright are protected in Nigeria. On March 17, 2023, the President of the Federal Republic of Nigeria signed the Copyright Act[31] into law, which repeals the previous Copyright Act of 2004, ratifies existing copyright treaties and introduces new provisions into the law.

In terms of trademark law, Nigeria operates a registration system. Any word, brand, letter, number, company name, ticket, label or device can be registered with the Trademark registry.

On the other hand, trademarks that are too generic, misleading or descriptive, geographical names in their common meaning and chemical substances are ineligible for registration.

Nigeria operates on a first-to-file basis. This means that whoever registers the trademark first enjoys legal protection. To be valid, the application must be made before the  Registrar of Trademarks, and must contain specific details such as the nature of the goods and their classification.

The trademark is registered for an initial period of 7 years, with the possibility of a second registration for up to 14 years. Currently, the registration process takes between 12 and 18 months.

Unregistered trademarks can also be protected in Nigeria under the common law offence of passing off (fraudulent substitution). In this case, the owner of the unregistered trademark must prove three cumulative elements:

  • acquisition of goodwill associated with the brand;

  • use of the trademark by a third party is likely to cause confusion or deception;

  • the use of the brand by a third party is likely to cause damage.

 

Business secrecy, on the other hand, is not legally protected in Nigeria. It may, however, be protected by contract or by applicable general legal principles.

II. Legal information

A. Legal information directly related to the franchising
old-iron-bridge-sunset.jpg

[23] Unless otherwise stated, the information below comes from: ICLG

[24] Source : Nigerian Fanchise

[25] National Office for Technology Acquisition and Promotion act, created by decree n°70/1979

[26] Source : VLEX

[27] Unless otherwise stated, the information below comes from: ICLG

[28] Unless otherwise stated, the information below comes from: ICLG

[29] https://www.newyorkconvention.org/french

[30] Unless otherwise stated, the information below comes from: ICLG

[31] wipo

I. Economic data

A. Macro-economic data

 
- General data[1]

 

  • Population 2021: 85,372,377 inhabitants

  • Area: 774,815 km2

  • Density: 98 inhabitants/km2

  • GDP (nominal) 2022: $907.12 bn[2]

  • GDP/capita 2022: $10,674.5[3]

  • GDP (PPP) 2022: $3,182 bn[4]

  • GDP (PPP)/capita 2022: $37,445.2[5]

  • 2021 growth rate: 5.5%[6]

  • GNI/capita (PPP) 2021: $30,290

  • HDI 2021: 0.838

  • Literacy rate: 97%[7]

  • Life expectancy 2022: 78.5 years


- Policy[8]
 
Türkiye is a parliamentary Republic made up of 81 provinces[9]. Since 2014, the President has been Recep Tayyip Erdogan.
 
In 2017, Mr. Erdogan organized a constitutional referendum. The result was in favor, so now most of the Prime Minister's executive powers have been transferred to the President[10].
 
Türkiye became a member of the Council of Europe in 1949 and NATO in 1952. In addition, Türkiye was a member of the UN Security Council in 2009 and 2010.
 
Türkiye officially applied to join the European Union, and became a candidate country in 1999[11]. However, at the time of writing, negotiations between the European Union and Türkiye have not reached a conclusion, and Türkiye is not a member of the European Union.
 
Türkiye faces tensions with some of its neighbors, particularly Greece, over the status of islands in the Aegean and the delimitation of maritime zones; Cyprus, as Türkiye refuses to recognize the Republic of Cyprus; and Armenia, as the borders between Armenia and Türkiye have been completely closed since 1993.
 
- Economic development
 
Türkiye is a member of the OECD and the WTO and is the 20th largest world power.
 
Türkiye has a high inflation rate of 19.6%. The unemployment rate reached 13.4% in 2021[12].
 
In 2021, the Turkish currency lost 44% of its value against the dollar[13].
 
Nevertheless, the Turkish economy coped with the health crisis caused by Covid-19 without going into recession in 2020 and experienced a growth rate of 5.5% for the year 2021[14].
 
Recently, the Turkish economy has suffered a further shock from the earthquake of February 6, 2023, causing $34bn of damage[15].
 
- Resources[16]
 
Türkiye’s main resources are agricultural (wheat, barley, cotton, olives, dried fruit and citrus fruits, rice), mining (coal, lignite, chromium, iron, zinc) and industrial (automobiles, textiles)[17].
 
Agriculture accounts for 5.5% of GDP, mining and industry 31.1%, and services 63.4%.
 
The tourism sector generated $13.7 billion in 2020.
 
- Population
 
77% of the Turkish population is urban. 22% of the population is under 15, 68% between 15 and 65 and 10% over 65[18].
 
Türkiye’s five most populous cities are Istanbul (15,462,452 inhabitants), Ankara (5,663,322 inhabitants), Izmir (4,394,694 inhabitants), Bursa (3,101,833 inhabitants) and Antalya (2,548,308 inhabitants)[19].
 
- Foreign investment[20]

In 2021, foreign direct investment inflows to Türkiye reached $12.5 bn, an increase of 60.2% on 2020.

60% of foreign direct investment inflows come from European countries, 23% from Asia and 16% from America.

Foreign investment is focused on finance (31.6%), manufacturing (24.2%), energy (10.6%), information and communication technologies (8.8%), wholesale and retail trade (8.4%) and transportation and warehousing (4.7%).

In 2020, exports of goods generated $224 bn for Türkiye. Imports reached $253 bn[21].

B. Peripheral legal information
Competition law [32]

The Federal Competition and Consumer Protection Act, of 2018[1], governs competition law in Nigeria. This act prohibits any individual from entering into a contract that has the effect of restricting or preventing competition. Any contract that breaches this law is null and void and has no legal effect.

Nigeria's competition law prohibits any agreements restricting competition and any abuse of a dominant position.

Section 59 of the Federal Competition and Consumer Protection Act prohibits cartels, stating:

"(I)Any agreement among undertakings or a decision of an association of undertakings that has the purpose of actual or likely effect of preventing, restricting or distorting competition in any  market is unlawful and, subject to Article 61 of this Act, void and of no legal effect.

Acts prohibited under subsection (I) include, but are not limited to:

  •  directly or indirectly fixing a purchase price or selling price of goods or services subject to section 107 of this Act;

  •  dividing markets by allocating customers, suppliers, territories or specific types of goods or services;

  •  limiting or controlling production or distribution of any goods or services, markets, technical development or investment, subject to section 108 of this Act;

  •  engaging in collusive tendering, subject to section 109 of this Act;

  •  making the conclusion of an agreement subject to acceptance by other parties of supplementary obligations which, by their nature or according to commercial usage, have no connection with the subject of such an agreement."

Section 60 specifies that article 59 does not apply if the agreement:

  • contributes to the improvement of the production or distribution of goods, services or the promotion of technical or economic progress, while allowing consumers to receive a fair share of the resulting benefit;

  • imposes on the undertakings concerned only those restrictions as are indispensable to the attainment of the objectives;

  • does not afford the undertakings concerned the possibility of eliminating competition in respect of a substantial part of the goods or services concerned.

Sections 61 to 69 set out the provisions under which competition law may or may not apply.

Finally, Section 70 defines abuse of a dominant position:

"(1) An undertaking is considered to be in a dominant position if it is able to act without taking account of the reaction of its customers, consumers or competitors.

(2) A dominant position in a relevant market exists where an undertaking enjoys a position of economic strength enabling it to prevent effective competition being maintained on the relevant market and having the power to behave to an appreciable extent independently of its competitors, customers and ultimately consumers.

(3) The Commission shall publish the size of market share that may constitute a dominant position in particular markets."

Finally, Sections 71 to 75 set out the conditions for assessing abuse of a dominant position.

The Federal Competition and Consumer Protection Act created the Federal Competition and Consumer Protection Commission[33] to enforce competition law.

Personal data [35]

A data protection law was enacted in Nigeria in 2023, the Nigeria Data Act. This law guarantees a formal legal framework for the protection of citizens' personal information in the country.

Section 25 (1) of the Nigeria Data Act sets out the where personal information can lawfully be collected, namely:

  • the data subject has given and not withdrawn consent for the specific purpose(s) for which the personal data is to be processed, or;

  • processing is necessary:

  1. for the performance of a contract to which the data subject is a party or to take action at the request of the data subject before entering into a contract;

  2. to comply with a legal obligation to which the controller or processor is subject;

  3. to protect the vital interests of the person concerned or of another person;

  4. for the performance of a task carried out in the public interest or in the exercise of official authority vested in the controller or processor;

  5. for the purposes of the legitimate interests pursued by the controller or processor, or by a third party to whom the data is disclosed.

Section 25 (2) of the Nigeria Data Act states that the processing of personal data is not lawful where:

  • it overrides the fundamental rights, freedoms and interests of the person concerned;

  • it is incompatible with other legal bases for processing under the subsection

  • the data subject has no reasonable expectation that the personal data will be processed in the way envisaged.

  • This new law set up the Nigerian Data Protection Commission (NDPC)[1], which replaces the Nigerian Data Protection Bureau (NDPB). Its mission is to regulate and promote the deployment of technological and organizational measures to improve the protection of personal data. However, it also has the task of imposing sanctions for any breach of the provisions of the Act or subsidiary legislation deriving from it.

Special provisions for foreign investments[37]

There are specific provisions concerning foreign investment. The Companies and Allied Matters Act , 2020, requires any foreign company doing business in Nigeria to incorporate a local company into its business.

In addition, the Immigration Act of 2015, as well as the Nigerian Investment Promotion Commission Act (Chapter N1), require foreign companies to be registered and obtain a business permit in order to set up in Nigeria with the Nigerian Investment Promotion Commission .[38]

Digital Text Reflection

Main websites
Firefly Johannesburg 14305_edited.jpg

[32] Unless otherwise stated, the information below comes from: https://iclg.com/practice-areas/franchise-laws-and-regulations/nigeria

[33] Federal Competition and Consumer Protection Act, n°2019 No.1

[34] Source : FCCPC

[35] Unless otherwise stated, the information below comes from: PROMULGE

[36] https://www.ndpc.gov.ng/

[37] Unless otherwise stated, the information below comes from: ICLG

[38] https://www.nipc.gov.ng/

I. Economic data

A. Macro-economic data

 
- General data[1]

 

  • Population in 2023 : 223,804,632

  • Surface area : 923,773 km²[2]

  • Density : 230.44 inhabitants/km².[3]

  • GDP (nominal) 2023 : $362.81 bn

  • GDP (PPP) 2023 : $1,414 Md[4]

  • GDP (PPP)/person 2023 : $1,621.1

  • Growth rate : 2.9%

  • GNI/capita (PPP) : $5,200

  • HDI 2019 : 0.54[5]

  • Literacy rate in 2021 : 63%[6]

  • Life expectancy in 2022 : 54 


- Policy[7]
 

Nigeria is a federal republic divided into 36 states.

Since its independence, Nigeria has been switched between military and democratic regimes.

Formerly a British protectorate, Nigeria became independent in 1960. However, this new independence was marked by a period of economic and social tensions. Indeed, until 1970, Nigeria faced famine and civil war, resulting in the loss of the oil-rich Biafra region.

Apart from a brief period of democracy, Nigeria was under authoritarian military rule for twenty years. However, the economic crisis resulting from falling oil prices led to strong calls for democratic reforms.

Nigeria then became a democracy once again and from 1999 to 2015 was led by presidents from the People's Democratic Party.[8]

Since 2015, presidents from the All Progressives Congress have been elected. However, voter turnout is plummeting, with just a quarter of the population voting.

At the time of writing, Bola Tinubu has been the President of the Republic since he was elected on May 29, 2023.

 
- Economic development [9]
 

Nigeria enjoyed robust growth until 2014, which has since fallen off, including in the non-oil sectors of its economy such as construction, wholesale trade, telecoms and hotels.

Nigeria is now Africa's leading economic power, ahead of South Africa.

Oil and gas production account for the bulk of its exports and revenues, and Nigeria is the world's 10th largest producer of natural gas.

With a view to accelerating the country's industrialization, the government has launched major projects in the gas sector. However, agriculture (cassava, yams, cocoa, peanuts, millet) still plays a major role.

Nigeria remains a vulnerable country due to its weak infrastructure, insufficient economic diversification and corruption.

Nigeria's inflation rate rose for the second consecutive month in October 2024, reaching 33.9%, compared with 32.7% in September. This was mainly due to a rise in food prices. [10]


 
- Resources
 

Nigeria is the world's 10th largest producer of natural gas.[11] It is the country's main source of exports and revenue.

Tourism earned Nigeria $321 million in 2020.[12]
 
- Population [13]
 

Nigeria is the most densely populated country on the African continent. The population is densest in the south of the country, while the central part is much less populated.

The Niger Delta and, especially, the South-West are highly urbanized. Lagos has become one of the world's leading megacities, with over 10 million inhabitants.

The population, whose demographic characteristics are those of sub-Saharan countries, is heavily affected by AIDS.

In 2018, 30.9% of the population lived on less than 1.90$  per day. This percentage has fallen sharply since 2003, when it was 47.9% .[14]


 
- Foreign investment


The total stock of foreign direct investment in Nigeria was 1.872 bn in 2023. The figures were between 2.5 and 9 bn between 2005 and 2015, so they have fallen significantly since 2015.[15]

I. Economic data

A. Macro-economic data

- General data[1]


January 2024 population: 3,118,214 inhabitants[2]
Area: 11,000 km2
Density: 200 inhabitants/km2
GDP (nominal) 2022: $236.26 bn[3]
GDP/capita 2022: $87,661.5[4]
GDP (PPP) 2022: $307.38 bn[5]
GDP (PPP)/capita 2022: $114,049.2[6]
2022 growth rate: 4.2%[7]
GNI/capita (PPP) 2021: $100,450
HDI 2021: 0.855
Literacy rate: 98%[8]
Life expectancy 2022: 79.5 years

- Policy
 
Since becoming independent in 1971, Qatar has been a monarchy ruled by Emir Sheikh Tamim bin Hamad al-Thani since 2013. The Central Municipal Council is the advisory body made up of 30 members elected by universal suffrage every four years and 15 members appointed by the Emir.
 
The Qatar National Vision 2030 program was launched in 2008. The purpose of this program is to define long-term objectives to enable Qatar to sustain its development and ensure a high standard of living for its people. The program defines five major challenges: modernization and preservation of traditions; managing the needs of current and future generations; managing growth and unhindered expansion; the size and quality of the expatriate workforce and the development path chosen; economic growth, social development and environmental management[9].
 
The Emir's aim is for Qatar to be a key player on the international stage, creating alliances with the world's major powers and maintaining good relations with all stakeholders in the international community. Qatar's global role has recently been demonstrated during the Israeli-Palestinian conflict, when it took up the role of mediator in negotiations between the two parties[10].
 
Qatar organized and hosted the 2022 Football World Cup, bringing the country to the forefront of the international stage.
 
- Economic development[11]
 
Qatar's economy is heavily dependent on hydrocarbons. Indeed, Qatar is the world's leading exporter of liquefied natural gas.
 
The Qatari population is relatively well-off, and Qatar's per capita income is the 6th highest in the world.
 
In order to diversify its economy, the Qatar National Vision 2030 program has set the target of reducing the economy's dependence on hydrocarbons, and more specifically on shocks relating to the fluctuation of hydrocarbon prices and/or the use of financing on domestic markets.
 
Qatar has therefore developed high-potential sectors such as tourism, culture, sports and healthcare.
 
The inflation rate was 5% in 2022, falling to 2.8% in 2023.[12] The Qatari inflation rate is therefore well below the world average, which was 6.9% in 2023, according to the International Monetary Fund[13].
 
- Resources
 
Qatar is rich in hydrocarbons and is the world's 6th largest producer of natural gas[14]. In 2022, hydrocarbons accounted for 37% of Qatar's real GDP, 87% of exports and 85% of the country's revenues[15].
 
Tourism generated $14.3 billion for Qatar in 2020[16].
 
- Population
 
Almost the entire population of Qatar lives in cities. In fact, 99% of the population is urban[17]. Foreigners make up 90% of the Qatari population[18].
 
12.8% of Qatar's population is under 15, 10.9% is between 15 and 24, 74.8% is between 25 and 64 and only 1.5% is over 65.[19]
 
31% of the population lives in Qatar's capital, Doha[20].
 
The five most populous cities in Qatar are Doha (1,186,023 inhabitants), Ar Rayyan (826,786 inhabitants), Al Wakrah (265,102 inhabitants), Al Sheehaniya (161,240 inhabitants) and Umm Salal Muhammad (149,701 inhabitants)[21].
 
- Foreign investment[22]
 
The total amount of foreign direct investment in Qatar was $27.53 billion in 2021.
 
The main investor countries are the USA, Japan, South Korea and Singapore. The sectors attracting the most foreign investment are oil and gas, construction, public works and financial services.
 
According to the AT Kearney 2023 Foreign Direct Investment Confidence Index, Qatar ranks 21st among the most attractive economies for foreign investment, up three places from 2022[23].
 
B. Economic data specific to franchising
 
- Historical background

 
In recent years, the franchising sector in Qatar has grown strongly, thanks in particular to the high income of the population, making the Qatari market an attractive one.
 
The FIFA 2022 World Cup also boosted the franchise sector.
 
- Institution
 
At the time of writing, Qatar has not set up an association specifically dedicated to the franchising sector.
 
- Trade shows
 
The Middle East Franchise Fair (MEFF), the first regional and travelling franchise fair in the Middle East, will take place from September 12 to 14, 2024 at the Doha Exhibition and Convention Centre. The fair is organized by Silvertrade, in collaboration with events company Al Maraya Public Relations[24].
 
- Statistics
 
There are no official statistics on the franchise sector in Qatar.
 
The Global-Franchise website ranks Qatar as the second most attractive market in the Middle East for franchising[25].
 
The most popular franchises in Qatar are cafés, food outlets, consulting, educational, entertainment, cleaning and travel franchises[26].
 
- Contract content
 
The cost of a franchise varies from one business sector to another. For example, the Eggspectation restaurant franchise requires a total investment of $1,000,000. On the other hand, for the One Touch franchise (in the digital sector), the total investment required is $15,000[27].
 
- Economic impact
 
No precise statistics are available for the Qatar market alone. However, in the Middle East and North Africa region, the franchise sector is estimated to be worth 30 billion dollars[28].
 
- International
 
Numerous international franchises have established themselves in Qatar. Forbes ranks Paris Saint Germain soccer club as the 36th most valuable sports team in the world. This makes the Parisian club the only French franchise in the ranking[29]. FNAC is also present in Qatar[30]. The country's major international fast-food franchises include Burger King, McDonald's, KFC and Domino's Pizza.
 
On a regional level, it is estimated that international brands account for 80% of all retail sales in the member countries of the Gulf Cooperation Council (Bahrain, Kuwait, Oman, Qatar, Saudi Arabia and the United Arab Emirates)[31].
 
II. Legal information
 
A. Legal information directly related to franchising
 
- Applicable legislation
 
There is no specific legislation governing franchising. The Qatari Civil Code therefore governs the franchise contract.
 
Chapter 1 of Section 1 of the Civil Code is specific to contract law. Section 64 of the Civil Code states that a contract is concluded when an offer is exchanged and subsequently accepted if the purpose and cause of the contract are deemed to be lawful.
 
Under Section 91 of the Qatari Civil Code, the contract does not necessarily have to be in writing. However, in order to provide proof, it is advisable to draw up the franchise agreement in writing.
 
Nevertheless, in the absence of specific legislation on franchise contracts, Qatar does have a law governing commercial agency contracts: law no. 8/2002 on commercial agencies. Section 2 of this law defines a commercial agent as one who is exclusively authorized to distribute and sell products and goods, or to provide certain services within the framework of the agency, on behalf of the principal, in return for a fee or commission.
 
If the contract between the parties falls within the definition of a commercial agency, then the parties will be bound by law no. 8/2002. In addition, the definition of a commercial agency has a bearing on investments by foreigners, as will be discussed later.
 
- Pre-contractual information
 
There is no legal obligation for the franchisor to provide pre-contractual information to the prospective franchisee prior to signing the contract.
 
- Contract performance
 
Section 172 of the Qatari Civil Code states that the parties must perform the contract in good faith.
 
A validly concluded contract will be binding on the parties. The contract may then only be revoked or modified by the mutual consent of the parties or on grounds provided by law (Section 171).
 
In addition, when a business is set up in Qatar, it must be registered with the Business Inspection Department of the Ministry of Economy and Trade, under the Commercial, Industrial and Similar Public Shops and Street Vendors Act[32].
 
Changes to the sales outlet, such as relocation, also require the approval of the relevant department.
 
- Jurisdiction and applicable law
 
Qatar ratified the New York Convention on Arbitration[33] on December 30, 2002, facilitating the recognition and enforcement of foreign arbitral awards.
 
- Trademarks
 
Trademark law is governed by the Trademarks and Trade Names Act[34].
 
Multi-class registrations are not allowed in Qatar, and must be filed by class with the Office for the Protection of Industrial Property, under the oversight of the Ministry of Economy and Industry. To be accepted, the trademark must be distinctive, available and lawful, in particular by not being contrary to Islamic values.
 
Once registered, trademarks are protected for 10 years from the date of filing. Thereafter, protection is renewable indefinitely[35].
 
Section 22 of the said law specifies that the owner of a trademark may grant, by contract, to a natural or legal person, a license to use their trademark, for all or part of the products for which the trademark is registered. The trademark license contract must be drawn up in writing and must be signed by the parties before the Industrial Property Protection Office. The trademark owner must constantly monitor the licensee to ensure that the latter respects the quality of the products and services associated with the trademark.
 
Qatar has ratified the Paris Convention, which specifies that each contracting State grants the same protection to nationals of other contracting States as it does to its own nationals with regard to intellectual property.
 
At the time of writing, Qatar is not a member of the Madrid Agreement. Consequently, the trademark cannot be registered via the international trademark.

In Qatar, trademark applications are handled nationally, and the Qatar Trademark Office conducts examinations prior to registration, issuing an official notice once available.  Qatar allows only mono-class trademark registrations. Trademarks must be used within five consecutive years from the date of registration to avoid cancellation. To develop a franchise in this country, it is advisable to cover "Business assistance relating to franchising" and "retail services" which are both accepted under class 35 by the trademark office. Recording a franchising agreement is not compulsory, but it is highly advisable to validate the use of the mark and prevent legal difficulties. It is treated as the Recordal of a License Agreement in the Qatar Trademark Office and requires a duly legalized Power of Attorney and license agreement.
 
B. Peripheral legal data
 
- Competition law

Competition law, which applies to franchise agreements, is governed by the Protection of Competition and the Prevention of Monopolistic Practices Act[36].
 
Section 3 of the law prohibits agreements, contracts or any other practice which:
 
- manipulate sales prices, by raising, lowering or fixing them;
- restrict the freedom of a product to enter or leave a market, whether fully or partially, by concealing it, refusing to process it when it is available, or keeping it in storage without justification;
- deliberately cause a sudden glut of products to circulate at a price that affects the economic performance of other competitors;
- prevent or hinder the exercise of an economic or commercial activity on the market;
- unjustifiably conceal from an individual, in whole or in part, products available on the market;
- restrict or limit the production, manufacture, distribution or marketing of products;
- allocate the market geographically;
- coordinate between competitors to submit bids in response to invitations to tender;
- deliberately communicate false information about products or their prices.
 
Under Section 7 of the Protection of Competition and the Prevention of Monopolistic Practices Act, the competent authority for competition law enforcement in Qatar is the Committee for the Protection of Competition and the Prevention of Monopolistic Practices. This Committee reports directly to the Ministry of Economy and Trade.
 
- Personal data
 
Personal data protection law is governed by the Personal Data Protection Act[37].
 
Section 1 of this law defines personal data as data relating to an identified or identifiable natural person and the combination of this data with other data.
 
Section 4 states that personal data may only be processed if the data controller obtains the consent of the data subject. However, Section 19 of the Personal Data Protection Act specifies that the data subject's consent will not be required if the data controller is performing a task of public interest under the law, fulfilling a legal obligation or a court order, protecting a vital interest of a natural person, achieving the aims of ongoing scientific research in the public interest, collecting information necessary for the investigation of a criminal offence, at the official request of a competent investigative body.
 
The data subject has the right to object to processing if it is not necessary to achieve the purpose pursued by the controller, or if the data collected is discriminatory, unlawful, or not "strictly necessary" for the purpose sought.
 
The Ministry of Transport and Communications is responsible for ensuring compliance with the Personal Data Protection Act.
 
- Special provisions for foreign investments
 
To encourage investment in Qatar, a law has been passed allowing foreigners to hold 100% of the capital of a Qatari company. This is the Regulation of Non-Qatari Capital Investment in Economic Activity Act, which came into force in January 2019[38].
 
According to Section 7 of the Regulation of Non-Qatari Capital Investment in Economic Activity Act, a foreign investor may not hold more than 49% of a listed Qatari company. In addition, in order to hold shares in a listed Qatari company, the approval of the Minister of Economy and Industry is required.
 
With regard to commercial agencies, Section 4 of the Regulation of Non-Qatari Capital Investment in Economic Activity Act specifies that non-Qatari investors are prohibited from investing in commercial agencies.
 
Main websites
 
-  E-services -from the Ministry of Trade and Industry: https://www.moci.gov.qa/en/e-services/;
- Competition: https://www.moci.gov.qa/en/about-the-ministry/national-committees/protect-competition-and-prevent-monopolistic-practices-committee/;
 - Intellectual property: https://www.moci.gov.qa/en/about-the-ministry/departments/departments-under-the-assistant-deputy-of-commerce-affairs/intellectual-property-rights-protection-department/;
- Ministry of Planning, Development and Statistics: https://www.psa.gov.qa/en/Pages/default.aspx;
- World Bank data: https://donnees.banquemondiale.org/


[1] Unless otherwise stated, the information below is taken from the Atlas socio-économique des pays du monde, Larousse, 2024 edition.
[2] https://www.psa.gov.qa/en/Pages/default.aspx
[3] https://donnees.banquemondiale.org/indicator/NY.GDP.MKTP.CD?locations=QA
[4] https://donnees.banquemondiale.org/indicator/NY.GDP.PCAP.CD?locations=QA
[5] https://donnees.banquemondiale.org/indicator/NY.GDP.MKTP.PP.CD?locations=QA
[6] https://donnees.banquemondiale.org/indicator/NY.GDP.PCAP.PP.CD?locations=QA
[7] https://donnees.banquemondiale.org/indicator/NY.GDP.MKTP.KD.ZG?locations=QA
[8] https://donnees.banquemondiale.org/indicator/SE.ADT.LITR.FE.ZS?locations=QA
[9]https://imo.gov.qa/fr/state-of-qatar/qatar-national-vision-2030/#:~:text=The%20Qatar%20National%20Vision%202030,man%20are%20in%20harmony.
[10]https://www.francetvinfo.fr/monde/proche-orient/israel-palestine/guerre-entre-israel-et-le-hamas-comment-le-qatar-s-est-impose-comme-un-mediateur-incontournable-dans-les-negociations_6197946.html
[11] Unless otherwise stated, the information below is taken from https://www.tresor.economie.gouv.fr/Pays/QA/situation-economique#:~:text=Le%20Qatar%20b%C3%A9n%C3%A9ficie%20en%202022,%2C%2010%25%20du%20PIB).
[12]https://fr.statista.com/statistiques/1039092/taux-d-inflation-au-qatar/#:~:text=Le%20terme%20inflation%20d%C3%A9signe%20une,rapport%20%C3%A0%20l'ann%C3%A9e%20pr%C3%A9c%C3%A9dente.
[13] International Monetary Fund Report, World Economic Outlook, October 2023: Diverging Trajectories
[14] https://ekwateur.fr/blog/marche-de-l-energie/pays-producteurs-gaz/
[15]https://www.tresor.economie.gouv.fr/Pays/QA/situation-economique#:~:text=The%C3%A9economy%20in%20Qatar%20draws%20its%20revenues%20from%20the%20State.
[16] Atlas socio-économique des pays du monde, Larousse, 2024 edition
[17] Atlas socio-économique des pays du monde, Larousse, 2024 edition
[18] https://www.diplomatie.gouv.fr/fr/dossiers-pays/qatar/presentation-du-qatar/
[19] https://www.psa.gov.qa/en/Pages/default.aspx
[20] Atlas socio-économique des pays du monde, Larousse, 2024 edition
[21] https://www.psa.gov.qa/en/statistics1/StatisticsSite/Census/Census2020/results/Pages/default.aspx
[22]Unless otherwise stated, the information below is taken from https://www.btrade.ma/fr/observer-les-pays/qatar/investir2#:~:text=Les%20investissements%20directs%20%C3%A9trangers%20(IDE,attrayante%20pour%20les%20investissements%20%C3%A9trangers.
[23] https://www.kearney.com/service/global-business-policy-council/foreign-direct-investment-confidence-index
[24] https://tradefest.io/fr/event/middle-east-franchise-fair
[25] https://www.global-franchise.com/insight/the-four-hottest-markets-in-the-middle-east-for-franchising
[26]https://topfranchise.com/international-franchise-opportunities/asian/franchises-in-qatar/#:~:text=There%20is%20no%20special%20franchise,review%2C%20the%20choice%20is%20yours.
[27] https://www.qatarfranchiseopportunities.com/franchise-directory/?page=2
[28] https://www.franchisedirectmena.com/franchise-articles/franchising-in-the-mena-region-an-overview/
[29] https://www.francebleu.fr/infos/societe/le-psg-est-la-franchise-sportive-la-plus-dynamique-au-monde-selon-forbes-1022320
[30] https://www.lsa-conso.fr/la-fnac-accelere-au-qatar,261523
[31] https://www.franchisedirectmena.com/franchise-articles/franchising-in-the-mena-region-an-overview/
[32] Law n°5/2015
[33] New York Convention on the Recognition and Enforcement of Foreign Arbitral Awards of June 10, 1958
[34] Law n°9/2002
[35] Article 18 of law n°9/2002
[36] Law n°19/2006
[37] Law no. 13/2016
[38] Law n°9/2019

 

B. Economic data specific to franchising
 
- Historical background

 

Africa is a highly promising continent for franchise development. Indeed, countries such as Nigeria, South Africa and Rwanda are among the world's fastest-growing economies.[16]

Nigeria's growing population is an important factor for the development of franchising in the country, which therefore represents a very serious market.[17]


 
- Institution
 
Nigeria has an association specifically devoted to the franchise sector, called the Nigerian International Franchise Association[18]. Its aim is to promote and develop franchising in Nigeria.

 
- Trade shows 
 
The Middle East Franchise Fair (MEFF), the first regional and travelling franchise fair in the Middle East, will take place from September 12 to 14, 2024 at the Doha Exhibition and Convention Centre. The fair is organized by Silvertrade, in collaboration with events company Al Maraya Public Relations[24].
 
- Statistics [19]
 

In 2020, the Nigerian National Franchise Association estimated that in the next ten years the number of franchises in the country could reach 80,000, with 50,000 home grown and 30,000 international brands.

The development of franchising in Nigeria could directly create 2.1 million jobs, and almost 8 million indirectly.


 
- Contract content
 
The cost of a franchise varies from one business sector to another. For example, Algorithmics, an educational franchise specializing in teaching computer programming to children, requires a total investment of $8,000. On the other hand, for Office Evolution, a master franchise in France specializing in coworking spaces for business customers, the total investment required is $190,000[20].

 
- Economic impact
 
There are no precise statistics for the Nigerian market alone, but the African franchise market is estimated to be worth nearly $60 billion, with around 300 active networks .[21]

 
- International [22]
 

Franchising is a fast-growing form of entrepreneurship in Nigeria, representing an investment opportunity for entrepreneurs. Franchising is particularly popular in the fast-food sector, with the Kentucky Fried Chicken franchise for example.

Numerous international franchises have set themselves up in Nigeria. For example, the French group Carrefour, present in Africa through its partnership with the Compagnie française de l'Afrique occidentale (CFAO), has a presence in Nigeria. The American Marriott group has 111 hotels in Africa, including 3 in Nigeria.

There are also many African franchisors in the fast-food and traditional restaurant sectors. Nigerian brands include Mr. Bigg's, which has 170 restaurants in Nigeria. Chicken Republic has   65 restaurants in Nigeria.

Nigerian brands include Big Treat, Charlies, Favorites, Frechies, Friends, Gina's Fast Food Delite, Kas Chicken, Kigstine Jo Snacks & Burger, Sweet Sensation, Tastees Fried Chicken (TFC) and The Kitchen.

 

II. Legal information
 
A. Legal information directly related to franchising
 
- Applicable legislation [23]

 

There is no specific legislation governing franchising. There is therefore no legal definition of franchising. However, franchising is defined by the Nigerian International Franchise Association as a business arrangement whereby the franchisor grants the franchisee the right to distribute.

There is no specific legislation governing franchising.

 

There is therefore no legal definition of franchising. However, franchising is defined by the Nigerian International Franchise Association as a business arrangement whereby the franchisor grants the franchisee the right to distribute certain products or services in a specific way, at a particular location and for a specified period of time. In exchange, the franchisee pays fees and royalties to the franchisor. [24]

There are no specific provisions governing the language in which franchise agreements must be drawn up. However, as the official language of Nigeria is English, in practice all documents must be drawn up in English.

Nevertheless, there is a Nigerian law on technology between foreign and Nigerian entities, the NOTAP act: National Office for Technology Acquisition and Promotion act. [25]


 
- Pre-contractual information
 

There is no legal obligation for the franchisor to provide pre-contractual information to the prospective franchisee prior to signing the contract.

However, as early as 1981, the Nigerian Supreme Court held in Kuforji & Anor v. V.Y.B Nig. Ltd, that pre-contractual misrepresentation was actionable. [26]

 
- Contract performance [27]
 

According to the NOTAP Act, a franchise contract cannot be registered if the contract contains any provision imposing a resale price, whether for products intended for local consumption or for export.

The NOTAP Act requires technology transfers to be registered with NOTAP (National Office for Technology Acquisition and Promotion). As a general rule, NOTAP grants registration of franchise agreements for a renewable period of 3 years. Section 4 of the NOTAP Act specifies that registration is required if the contract has the purpose or consequence, in whole or in part, of being related to one of the following activities:

  • use of a trademark;

  • use of a patented invention;

  • provision of technical expertise in the form of technical assistance of any kind;

  • supply of detailed engineering drawings;

  • supply of machines and plants;

  • provision of operating staff, management assistance and staff training.

As franchises meet several of these criteria, they are subject to the NOTAP Act and therefore to this registration requirement.

Furthermore, the NOTAP Act states that contracts qualifying as technology transfer contracts may not exceed 10 years in duration.

 
- Jurisdiction and applicable law
 

Nigeria has ratified the New York Convention on the Recognition and Enforcement of Foreign Arbitral Awards, concluded in New York on June 10, 1958.[29]

In addition, Section 6 of the NOTAP Act provides that NOTAP has the power to reject the registration of any franchise agreement which requires the franchisee to submit to foreign jurisdictions, in the event of any dispute concerning the interpretation or enforcement of  franchise agreements in Nigeria.

In practice, it should be noted that NOTAP prefers that Nigerian law be adopted as the law governing the franchise contract. It is quite rare for another law to be chosen to govern contracts, in particular English law, or for a foreign jurisdiction to be recognized as competent.


 
- Trademarks [30]
 

Trademarks and copyright are protected in Nigeria. On March 17, 2023, the President of the Federal Republic of Nigeria signed the Copyright Act[31] into law, which repeals the previous Copyright Act of 2004, ratifies existing copyright treaties and introduces new provisions into the law.

In terms of trademark law, Nigeria operates a registration system. Any word, brand, letter, number, company name, ticket, label or device can be registered with the Trademark registry.

On the other hand, trademarks that are too generic, misleading or descriptive, geographical names in their common meaning and chemical substances are ineligible for registration.

Nigeria operates on a first-to-file basis. This means that whoever registers the trademark first enjoys legal protection. To be valid, the application must be made before the  Registrar of Trademarks, and must contain specific details such as the nature of the goods and their classification.

The trademark is registered for an initial period of 7 years, with the possibility of a second registration for up to 14 years. Currently, the registration process takes between 12 and 18 months.

Unregistered trademarks can also be protected in Nigeria under the common law offence of passing off (fraudulent substitution). In this case, the owner of the unregistered trademark must prove three cumulative elements:

  • acquisition of goodwill associated with the brand;

  • use of the trademark by a third party is likely to cause confusion or deception;

  • the use of the brand by a third party is likely to cause damage.

 

Business secrecy, on the other hand, is not legally protected in Nigeria. It may, however, be protected by contract or by applicable general legal principles.



B. Peripheral legal data

- Competition law [32]

 
The Federal Competition and Consumer Protection Act, of 2018[1], governs competition law in Nigeria. This act prohibits any individual from entering into a contract that has the effect of restricting or preventing competition. Any contract that breaches this law is null and void and has no legal effect.
Nigeria's competition law prohibits any agreements restricting competition and any abuse of a dominant position.
Section 59 of the Federal Competition and Consumer Protection Act prohibits cartels, stating:

"(I)Any agreement among undertakings or a decision of an association of undertakings that has the purpose of actual or likely effect of preventing, restricting or distorting competition in any  market is unlawful and, subject to Article 61 of this Act, void and of no legal effect.
Acts prohibited under subsection (I) include, but are not limited to:

  • directly or indirectly fixing a purchase price or selling price of goods or services subject to section 107 of this Act;

  • dividing markets by allocating customers, suppliers, territories or specific types of goods or services;

  • limiting or controlling production or distribution of any goods or services, markets, technical development or investment, subject to section 108 of this Act;

  • engaging in collusive tendering, subject to section 109 of this Act;

  • making the conclusion of an agreement subject to acceptance by other parties of supplementary obligations which, by their nature or according to commercial usage, have no connection with the subject of such an agreement."


Section 60 specifies that article 59 does not apply if the agreement:

  • contributes to the improvement of the production or distribution of goods, services or the promotion of technical or economic progress, while allowing consumers to receive a fair share of the resulting benefit;

  • imposes on the undertakings concerned only those restrictions as are indispensable to the attainment of the objectives;

  • does not afford the undertakings concerned the possibility of eliminating competition in respect of a substantial part of the goods or services concerned.


Sections 61 to 69 set out the provisions under which competition law may or may not apply.
Finally, Section 70 defines abuse of a dominant position:​

 
- Personal data [35]
 
A data protection law was enacted in Nigeria in 2023, the Nigeria Data Act. This law guarantees a formal legal framework for the protection of citizens' personal information in the country.
 
Section 25 (1) of the Nigeria Data Act sets out the where personal information can lawfully be collected, namely:

  • the data subject has given and not withdrawn consent for the specific purpose(s) for which the personal data is to be processed, or;

  • processing is necessary:
     

  1. for the performance of a contract to which the data subject is a party or to take action at the request of the data subject before entering into a contract;

  2. to comply with a legal obligation to which the controller or processor is subject;

  3. to protect the vital interests of the person concerned or of another person;

  4. for the performance of a task carried out in the public interest or in the exercise of official authority vested in the controller or processor;

  5. for the purposes of the legitimate interests pursued by the controller or processor, or by a third party to whom the data is disclosed.
     

Section 25 (2) of the Nigeria Data Act states that the processing of personal data is not lawful where:

  • it overrides the fundamental rights, freedoms and interests of the person concerned;

  • it is incompatible with other legal bases for processing under the subsection

  • the data subject has no reasonable expectation that the personal data will be processed in the way envisaged.

  • This new law set up the Nigerian Data Protection Commission (NDPC)[1], which replaces the Nigerian Data Protection Bureau (NDPB). Its mission is to regulate and promote the deployment of technological and organizational measures to improve the protection of personal data. However, it also has the task of imposing sanctions for any breach of the provisions of the Act or subsidiary legislation deriving from it.


 
- Special provisions for foreign investments
 
There are specific provisions concerning foreign investment. The Companies and Allied Matters Act , 2020, requires any foreign company doing business in Nigeria to incorporate a local company into its business.
 
In addition, the Immigration Act of 2015, as well as the Nigerian Investment Promotion Commission Act (Chapter N1), require foreign companies to be registered and obtain a business permit in order to set up in Nigeria with the Nigerian Investment Promotion Commission .[38]


Main websites
 

[1] Sauf indication contraire, les données générales proviennent de https://donnees.banquemondiale.org/pays/nigeria?view=chart

[2] https://www.diplomatie.gouv.fr/fr/dossiers-pays/nigeria/presentation-du-nigeria/

[3 https://www.diplomatie.gouv.fr/fr/dossiers-pays/nigeria/presentation-du-nigeria/

[4] https://donnees.banquemondiale.org/indicateur/NY.GDP.MKTP.PP.CD?locations=NG

[5]https://perspective.usherbrooke.ca/bilan/servlet/BMTendanceStatPays/?codeStat=SP.POP.IDH.IN&codePays=NGA&codeTheme=1

[6] https://donnees.banquemondiale.org/indicateur/SE.ADT.LITR.ZS?locations=NG

[7] Sauf indication contraire, les informations ci-dessous proviennent de https://perspective.usherbrooke.ca/bilan/servlet/BMPays/NGA

[8] https://www.diplomatie.gouv.fr/fr/dossiers-pays/nigeria/presentation-du-nigeria/#:~:text=Politique%20int%C3%A9rieure,Etats%2DUnis%20d'Am%C3%A9rique

[9] Sauf indication contraire, les informations ci-dessous proviennent de l’Atlas socio-économique des pays du monde, Larousse, édition 2024

[10] https://fr.tradingeconomics.com/nigeria/inflation-cpi#:~:text=Le%20taux%20d'inflation%20du,32%2C7%25%20en%20septembre.

[11] https://perspective.usherbrooke.ca/bilan/servlet/BMPays/NGA

[12] Atlas socio-économique des pays du monde, Larousse, édition 2024.

[13] Sauf indication contraire, les informations ci-dessous proviennent de l’Atlas socio-économique des pays du monde, Larousse, édition 2024

[14] https://donnees.banquemondiale.org/pays/nigeria?view=chart

[15]https://perspective.usherbrooke.ca/bilan/servlet/BMTendanceStatPays?langue=fr&codePays=NGA&codeTheme=7&codeStat=BX.KLT.DINV.CD.WD

[16] https://wefranchiz.com/la-franchise-en-afrique/

[17] https://wefranchiz.com/la-franchise-en-afrique/

[18] http://www.nigerianfranchise.org/home.html

[19] http://www.nigerianfranchise.org/newsletter.html

[20] https://www.franchisedirecte.fr/franchisesinternational/nigeria/156/

[21] https://wefranchiz.com/la-franchise-en-afrique/

[22] L’Afrique : un continent prometteur pour la franchise internationale et locale, Presses universitaires de Provence, Rozenn Perrigot, édition 2018, p.141-153

[23] Sauf indication contraire, les informations ci-dessous proviennent de : https://iclg.com/practice-areas/franchise-laws-and-regulations/nigeria

[24] http://www.nigerianfranchise.org/aboutfranchising.html

[25] National Office for Technology Acquisition and Promotion act, créé par le décret n°70/1979

[26] https://ng.vlex.com/vid/kuforiji-anor-v-v-914904628

[27] Sauf indication contraire, les informations ci-dessous proviennent de : https://iclg.com/practice-areas/franchise-laws-and-regulations/nigeria

[28] Sauf indication contraire, les informations ci-dessous proviennent de : https://iclg.com/practice-areas/franchise-laws-and-regulations/nigeria

[29] https://www.newyorkconvention.org/french

[30] Sauf indication contraire, les informations ci-dessous proviennent de : https://iclg.com/practice-areas/franchise-laws-and-regulations/nigeria

[31] https://www.wipo.int/wipolex/fr/legislation/details/21820

[32] Sauf indication contraire, les informations ci-dessous proviennent de : https://iclg.com/practice-areas/franchise-laws-and-regulations/nigeria

[33] Federal Competition and Consumer Protection Act, n°2019 No.1

[34] https://fccpc.gov.ng/

[35] Sauf indication contraire, les informations ci-dessous proviennent de : https://www.business-humanrights.org/fr/derni%C3%A8res-actualit%C3%A9s/nigeria-promulgue-la-loi-sur-la-protection-des-donn%C3%A9es/

[36] https://www.ndpc.gov.ng/

[37] Sauf indication contraire, les informations ci-dessous proviennent de : https://iclg.com/practice-areas/franchise-laws-and-regulations/nigeria

[38] https://www.nipc.gov.ng/

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