Castlefield Nominees

Castlefield Attorneys’ Company Secretarial and Management Consultancy services are managed and regulated by an affiliate company, Castlefield Nominees Limited (CNL).

CNL was founded by a team of highly skilled individuals in the areas of Law, Accounting, Corporate Governance and Company Restructuring, Marketing and Secretarial.

CNL provides a full range of company secretarial, management consultancy and advisory services to public and private companies with the primary purpose of achieving the organisation’s strategic objectives, reward of which if well done is profitability and a concomitant improvement in shareholder value and investments.

At present, CNL offers its company secretarial services to over 50 public and private companies operating within key sectors of the Nigerian economy including financial services, oil and gas, engineering services, real estate and property development, media and entertainment, power and energy, telecommunication, manufacturing, hospitality, capital markets, information technology and logistics. More specifically, the services provided by CNL include the following:

COMPANY SECRETARIAL SERVICES

  • Establishment of corporate entities
  • We advise our clients on the most germane corporate approach designed to suit the objectives of their respective businesses.
  • We assist our clients in registering companies, business names, Limited Liability Partnerships, Limited Partnerships in line with the Companies and Allied Matters Act
  • CNL advises on matters relating to business establishment in Nigeria and undertakes the incorporation of companies at the Corporate Affairs Commission. CNL also assists start-ups and old companies with foreign equity participation in their capital structure and obtaining foreign investment approvals, which such companies are statutorily required to obtain. These include registration with the Nigerian Investment Promotion Commission and obtaining business/residency permits.
  • We assist in procuring work permits, resident permits and their renewals.
  • We issue invitations and hosting letters to facilitate our clients’ visa applications into Nigeria.
  • We ensure ease of doing business in Nigeria for our foreign investors.
  • Post establishment and compliance

Compliance policies are not optional and as a result, we make certain that our clients comply with these requirements so as to stay within the bounds of the law:

  • Advising our clients on Compliance i.e. The Code of Corporate Governance, The Companies and Allied Matters Act, 2020, The Nigerian Stock Exchange and the Securities and Exchange Commission where relevant and applicable.
  • Ensuring compliance with all statutory meetings.
  • Filing statutory returns, maintaining statutory registers, minute books and keeping corporate seals.
  • Attending board meetings, preparing minute of meetings, notice of meetings, board resolutions.
  • Executing documents on behalf of the company.
  • Changes in board composition and company capital structure.
  • Organizing and managing shareholders meetings.
  • Corporate governance
  • We provide the structure through which the objectives of the company are set and the means through which those objectives are attained.
  • Conducting due diligence through a thorough assessment of the corporate governance practices of our clients followed by governance restructuring
  • We provide clients with insights and updates on governance-related matters on an ongoing basis, including the assessment of best practices and emerging trends as they relate to each client’s specific circumstances.
  • Director elections, board and committee composition, board member skills, diversity, combined or split Chairman & CEO functions, are among the many board-related issues of concern to shareholders. We help clients analyze the relevance and impact of these provisions – from these analyses, risks are measured and strategies are developed and executed.

Presentation to the board and management on relevant trends in governance, sustainability, shareholder rights and activism etc.

MANAGEMENT CONSULTANCY AND CORPORATE ADVISORY SERVICES

  • Drafting of Memorandum of Understanding, Promoters Agreements, Shareholders’ Agreements, Commercial Agreements etc.
  • Advising our clients on the Capital Market in accordance with the provisions of the Investment and Securities Act, Securities and Exchange Commission etc.
  • Risk assessment and developing risk mitigation strategies.
  • Advisory in relation to mergers and acquisitions, takeovers.
  • Handling liquidation process.
  • Debt recovery.
  • Reviewing the various risks involved in restructuring.
  • Assessment of distressed assets, cash position, due diligence and turn around feasibility.