Project financing is predominantly used to finance activities in the energy sector and in infrastructure. In the energy sector, project finance is typically used to fund the development of new projects, capital and operating expenditures and expansion projects. In terms of infrastructure, project finance is employed in financing the construction and operation of power projects, concession arrangements for building and maintaining tolled roads (typically under a build-operate-transfer (BOT) or build-own-operate-transfer (BOOT) model) or for the construction and operation of medical or health facilities.

For project financing in infrastructure, this Q&A will focus on the project financing of a utility scale power project. For project financing in the energy sector, this Q&A will focus on the project financing for petroleum assets in Nigeria.

There have been some major project finance deals launched in Nigeria recently. One notable project is the 614-kilometre Ajaokuta-Kaduna-Kano natural gas pipeline being developed by the Nigerian National Petroleum Company Limited (NNPC Limited) under a public-private partnership (PPP) structure with foreign financiers. Also, an integrated refinery and petrochemical complex is being constructed by Dangote Group in the Lekki Free Zone under a project finance arrangement. The integrated refinery and petrochemical complex is designed to refine at a capacity of up to 650,000 barrels of crude per day.

There are no specific laws governing project finance transactions in Nigeria. In general, project finance transactions are governed by the laws of contract, case law and company law. Fiscal legislation (relating to stamp duty on secured transactions), property law (applicable to the creation of mortgages on land, one of the most preferred security types) and insolvency legislation (applicable to bankruptcy and insolvency) also apply to project finance transactions in Nigeria. Laws governing the specific sector in which a project finance transaction is being executed also apply.

There are no specific government agencies tasked with regulating project finance transactions in Nigeria. However, there are certain federal and state government agencies that oversee infrastructure projects (although these agencies do not necessarily oversee project financing specifically), for example the Infrastructure Concession Regulatory Commission oversees PPP projects by the Federal Government of Nigeria.

The following laws and legal instruments are typically applicable to project finance transactions in Nigeria (this list is not exhaustive):

Double taxation treaties (DTTs) will affect the incidence of tax arising in project finance transactions in Nigeria where a transacting party is from a double taxation treaty country. Nigeria currently has DTTs with the following countries: Italy (Ari and Shipping Agreements only), United Kingdom, Belgium, Pakistan, Czech Republic, Slovakia, France, the Netherlands, Romania, Canada, South Africa, China, Philippines, Sweden, Spain, and Singapore.

No government approvals are needed before procuring project finance for infrastructure financing of a utility scale power project. Also, no government approvals are needed before procuring a reversed-based lending (RBL) project finance for financing upstream transactions. However, regulatory approvals will be required for the underlying projects (for example, licences will be needed from the relevant regulatory agencies for the development of a utility scale power plant in Nigeria).

Generally, both due diligence and the relevant legal and technical assessments should be carried out before commencing a specific project, to ascertain the existence and possible adverse effects of any encumbrance on the project or project assets.

The final investment decision to proceed with a project financing is largely driven or affected by the due diligence analysis carried out before the project. Also, while obtaining project licences and permits is not specifically required before embarking on project finance, it is nevertheless fundamental to have the necessary permits and licences in place before seeking project financing. This is because the duration, scope and validity of the project (each of which is critical to structuring a project financing) are determined by the requisite licences and permits.

In project financing in the upstream petroleum sector, the security package for the transaction must be carefully structured to avoid creating security that transfers legal interests in the upstream assets in the first instance. Under Nigerian law, ownership of upstream petroleum is vested permanently with the federal government and therefore government consent must be obtained to transfer legal title in upstream assets. Consequently, the security created over an RBL project financing must be structured so that it does not transfer legal interest or title over the project assets to the financiers at the onset (unless in the case of enforcement).

In practice, the overall security package is structured around the banking case assets to secure the lenders' debt service requirements while not breaching the statutory consent requirements. The security used includes:

Key considerations in project finance in power projects (which are not mutually exclusive) are the:

Capital recovery in power projects is typically based over a long period of time and is primarily recovered through tariffing. Project duration is statutorily fixed as the stated period under a licence. This implies that cost recovery must be achievable within the licensed period for the project to be bankable and viable. This leads to the issue of tariffing: although the power sector has been deregulated, the tariff is still determined by regulatory instrument (albeit with consultation with stakeholders). Consequently, cash flow for determining debt service is still largely regulated and not purely market-driven. Also, the project duration in the licence is fixed (although it is possible for the licence to be renewed for another statutory term). This means that the project cost must be recoverable from the tariff charged within the fixed project duration. An unregulated market-driven tariff structure with flexible project duration would have been ideal to an investor in a utility scale power project. This is, however, not the case in independent power projects: while the project term is also statutorily fixed under the applicable licence, tariffing is purely market-driven to ensure far better returns on investment for investors.

There is no statutory or regulatory requirement to register project documents for infrastructure or energy project finance. However, the project documents must be stamped at the office of the Commissioner for Stamp Duties to ensure that the documents are admissible in evidence in civil proceedings, if required.

Where the project involves a security interest in a movable asset, a financing statement must be registered at the National Collateral Registry (a financing statement is a prescribed form on which information must be provided to effect registration). In addition, where the project involves the creation of a charge on the assets or undertakings of a Nigerian entity, the charge must be registered with the Corporate Affairs Commission (CAC) within 90 days of its creation.

There are generally no laws requiring the state to own an interest in a project or a project company. However, constitutionally, all lands in the states of the federation of Nigeria are vested in the governor of the state or in the Minister of the Federal Capital Territory (FCT) (in the case of the FCT, in trust for all Nigerians). The governor then grants rights of occupancy to land users (Nigerians and foreign companies).

Also, ownership of all petroleum in Nigeria is vested in the federal government. The Minister of Petroleum Resources, acting on the recommendation of the Nigerian Upstream Petroleum Regulatory Commission, then grants licences or leases to an upstream company for the exploration, prospecting and mining of petroleum. The Nigerian Government reserves the right to back into any upstream assets (typically referred to as "back-in rights"). Back-in rights are specifically codified for upstream assets (under a sole risk concession). However, the use of back-in rights is extremely rare and there are rules governing its exercise by the government. The Nigerian Government has since implemented investor-friendly policies and has entered into international treaties to secure and protect foreign investments in Nigeria.

The Nigerian Investment Promotion Commission Act (NIPCA) guarantees against expropriation by precluding any government in Nigeria from nationalising or expropriating any enterprise.

The NIPCA prohibits the compulsory acquisition or transfer of the whole or part of interests held by a foreign enterprise. However, a compulsory acquisition by the federal government on the grounds of national interest or for public purpose can be carried out provided all of the following are satisfied:

The Constitution of the Federal Republic of Nigeria (as amended) also protects against expropriation and the Nigerian courts have severally enforced the constitutional protection.

For an infrastructure project financing for a utility scale independent power project (IPP), the main parties are typically the:

In upstream project finance, the main parties are typically the:

Projects are typically debt financed using traditional project financing structures or through the issuance of bonds and debt notes by a borrower (debt notes can also be in the form of a convertible promissory note). Equity financing is also used to develop or support the development of projects. Islamic finance structures have also been used to finance projects in Nigeria.

When private sector financing is insufficient or unavailable (typically in projects with long gestation periods that are below the market benchmarked rate on investment (ROI)), depending on the size and infrastructural relevance of the project, development financing institutions (DFIs) (that is, specialised development banks or subsidiaries set up to support private sector development in developing countries) may provide additional credit support. Support can be provided by DFIs in the form of either:

PPPs are more commonly used in infrastructure project financing. Private finance initiatives (PFIs) are also used in Nigeria. In modern infrastructural financing in Nigeria, PPPs have been adopted in quite a few projects. This is typically done by adopting a build-own-operate-transfer methodology. Information in relation to PPPs and PFIs is also provided in Question 25.

Advantages of project financing over other types of financing include:

Disadvantages of project financing over other types of financing include:

Project financing characteristically makes use of a special purpose vehicle (SPV). The SPV is typically the entity that directly operates the project.

An incorporated SPV is preferred over an unincorporated joint venture for the following reasons:

For most project financing transactions, documentation is divided into the:

The finance documents typically used in a utility scale power project finance include the:

For a utility scale power project finance, the main project documents are usually the:

For an upstream energy sector project financing, the main project documents are usually the:

The most common corporate documents include the:

The security documents typically used in a utility scale power project finance include the:

The typical security documents used in an upstream project finance include the:

The forms of security used to collateralise a project finance transaction include:

Security is perfected by stamping and registration. To be admissible in civil litigation, the security documents used to create the security must be stamped for duty by the Commissioner for Stamp Duties. Documents subject to stamping must be stamped within 30 days of their execution, or if executed abroad, within 30 days of them being first received in Nigeria. In practice, if two or more security documents are to be stamped based on a percentage of the loan amount, the Commissioner for Stamp Duties can, at their discretion (if all documents are for the same transaction), assess the principal security document at this percentage (although a nominal flat fee must be paid on each of the other documents).

Stamp duty is typically assessed and paid on the principal security document (the composite security debenture) at 0.375% of the amount sought to be registered, while the counterpart documents are often stamped at a nominal flat fee of NGN50 per copy. Where a loan/facility agreement is a standalone document without an accompanying security document, the rate of stamp duty payable is 0.125% of the amount to be stamped.

The security documents will attract registration fees not exceeding 0.35% of the value of the secured amount at the CAC (see Question 13).

With respect to mortgages over land, the mortgage must also be registered at the relevant land registry of the state where the property is located and consent from the state governor obtained. There are state-specific processes and fees for creation of mortgages over land.

To minimise or reduce the cost of stamping and registration of the security documents, it is not uncommon for lenders and borrowers to agree to "understamp" and secure a sum less than the full aggregate of the lenders' exposure in some cases. The security documents can then be "upstamped" in the event of default or before enforcement. The cost of upstamping is usually warehoused in a stamp duties reserve account to be controlled by the facility agent or the security agent.

As stated in Question 4, where there is a security interest for movable assets, a financing statement must be registered at the National Collateral Registry. A nominal fee is payable to register a financing statement.

There are recommended searches depending on the type of collateral. For shares and other security interests over assets of a company, searches may be conducted at the CAC costing at least NG50,000. For real property, searches at the relevant state land registry where the land is situated are recommended. Costs vary by state. For movable assets, a search at the National Collateral Registry is recommended and costs NGN500. The duration of each search is not fixed and may vary subject to circumstances of each search. Generally, it is also prudent to conduct litigation/winding up searches at the relevant judicial division of the Federal High Court of Nigeria.

It is possible to take third party security. There are no specific risks associated with third party security. The general risks associated with taking security over the assets of the borrower, project owner or the project also apply in relation third party security. A guarantee by the third party in favour of the secured party can mitigate the project risks generally.

Priority of debt can be subordinated by statute or contractually.

Certain debts are ranked according to statute against all other debts of a borrower (for example, outstanding taxes and wage bills of the borrower). Debts can also be statutorily preferred in the order of their registrations at the corporate registry (see Question 11).

Debts can be contractually subordinated by the lenders within the same statutory repayment ranking by using an inter-creditor agreement. Inter-creditor agreements are enforceable and they direct the treatment of the collateral provided by the borrower in the event of the borrower's insolvency. Inter-creditor arrangements are quite common in syndicated financing transactions.

An agent or trustee can be appointed by a lender or group of lenders to hold security on behalf of the lenders by appointment under a security trust deed. This is usually where the lender is not in Nigeria, or in a syndicated financing, where there are multiple lenders.

A lender can enforce security in the following ways:

There are no statutory time limits for enforcing any of the above procedures. Each enforcement procedure will depend on:

A lender can effect the sale of certain charged assets where it has been given this power expressly in the security document (for example, a lender can effect a sale of shares without recourse to the court where the lender's right of sale has arisen under the share charge and the lender has the requisite enforcement documents in its custody). If a lender does not have a power of sale under the share charge or does not have the requisite enforcement documents in its custody, it can still effect a sale of the charged shares by requesting a judicial order from the courts.

With step-in rights, the lender can step into the place of the borrower in relation to receiving the borrower's rights and receivables (and not the borrower's obligations) under an assignment agreement (for example, an assignment agreement over a borrower's bank accounts, insurance receivables, proceeds of sale and so on).

The lender can realise or preserve its collateral by appointing a receiver and/or manager pursuant to powers under the security document or from the court on the application of the lender. On the appointment of a receiver and/or manager, the directors of the (borrower) company will cease to have the authority to deal with the collateral and these powers will vest in the receiver and/or manager. Receivers and/or managers have very wide statutory powers, including the power to:

The lender can seek an order of the court to extinguish the borrower's equity of redemption and operates to vest the legal interest in mortgaged property on the lender. Foreclosure is only enforced through judicial proceedings and applies to mortgages only.

The lender has the right to enter into and take possession of a mortgaged property. This mode of enforcing security typically applies to legal mortgages and does not ordinarily extend to an equitable mortgage. However, the power to enter into a property in default to take possession can be granted to a mortgagee contractually in the security document.

Under Nigerian company law, where a company enters administration or the company goes into liquidation, a transaction entered into by the company (such as a conveyance, transfer, delivery or charge over property) within three months from the commencement of winding-up proceedings can be declared invalid as a fraudulent preference.

However, a preference given to any person is not invalid unless the company which gave the preference was influenced in deciding to give it by a desire to produce undue advantage.

It is common practice for lenders to enter into direct agreement(s) or obtain consent to assignment with major project participants. Direct agreements will usually contain step-in rights specifying the events that trigger the exercise of the rights. Government entities are also usually open to executing relevant direct agreements and granting consent to assignment of contracts.

Project sponsors guarantee the performance of the borrower's obligation through corporate guarantees and sovereign guarantees for government projects. Warranties, contractual rights and receivable assignment provisions as well as other contractual protections are included in the relevant project and security documentation. For corporate guarantees, the constitutional documents of the company must permit the granting of the guarantee. For sovereign guarantees, approvals and authorisations are required from the Ministry of Finance.

Lenders are also secured by other contractual provisions which enable them to protect their investments. These include:

Lenders can also take assignment of the borrower's financial receivables under:

Lenders can also take over funds in borrower's charged bank accounts.

A utility scale power project typically requires certain commercial risk insurance in the construction and operational phases of a project. In both phases, the project company must take out insurance policies against liabilities that arise from natural disasters, damage or theft of equipment and tools, labour shortages, unexpected increase in cost of materials, accidents on the sites, shortage of building materials or feedstock (in the operational phase of the project). A utility scale power project usually requires risk insurance to cover risks from construction, transit, property damage (material damage for buildings, plants, machinery, equipment and stocks).

The insurance required in an upstream energy project is determined by the operating licence and the location of the asset(s). However, the most commonly procured insurance includes all risks cover for:

Political risk insurance and the support of multilateral institutions are common in financing projects in Nigeria.

Lenders can be named as co-insured, loss payee or additional insured under the borrower's project insurance policies. Typically, a security trustee/agent acts on behalf of the lenders. However, the foreign exchange regulations prohibit the assignment of annuities and insurance policies covering all classes of insurance to non-residents.

Insurance policies extending to project lenders are not very common. Therefore, non-vitiation clauses (for co-insured lenders) are also not common in Nigerian insurance policies, but can be requested by lenders or introduced under international reinsurance provisions.

Insurance proceeds can be assigned to lenders and lenders can also be named in the insurance policies as loss payee in place of the borrower (the insured).

See Question 23.

Under Nigerian insurance law generally, any insurance policy taken in relation to an insurable interest in Nigeria must first be taken out using a Nigerian insurance company unless the Nigerian insurance industry lacks the capacity to retain the risk of the portfolio. Nigerian foreign exchange regulations also prohibit the assignment of annuities and insurance policies covering all classes of insurance to non-residents. However, this does not affect the assignment of receivables.

Reinsurance is a prominent feature of project financing in Nigeria, especially where local insurance companies do not have the capacity to bear the insurable risks. The need for reinsurance is usually dependent on the project value and attendant insurable risk.

In Nigeria, project finance risks are typically:

There are certain federal and state laws that touch on PPPs, including the:

PPP laws at both federal and state level are still in the process of formation, with each level of government seeking to advance their implementation. However, from a practical standpoint, the major issues arising in PPPs in Nigeria are:

PPPs are mostly long-term debt financed.

The most apparent distinction between PPPs and typical debt project finance is that PPPs do not take direct security over the project assets, which are usually public infrastructure. Also, PPPs tend to have more active government involvement than other traditional project finance projects.

Security over project financing in PPPs is usually taken over the shares of the project company, cash flow or project accounts and not over the project itself. Lenders also have sovereign guarantees and direct agreement from the relevant government involved in the project, whether at state or federal level.

Nigeria has long struggled with the menace of corruption, mainly in the public sector. This has had adverse effects on doing business in Nigeria and has affected the country's risk rating by investors. However, there has been a massive surge in the country's war against corruption. New laws have been passed to combat mismanagement of public funds, bribery, corruption, money laundering and aspects of modern slavery; institutions are being revamped and there have been extensive reforms in the administration of justice to expedite the eradication of corruption. These efforts have received massive support from the international community.

Another notable initiative implemented in Nigeria in line with the strategic public sector transformation initiatives, is the Treasury Single Account Policy. This policy requires ministries and government agencies to consolidate and pay all funds due to them into a single account from which funds can be disbursed on demand subject to certain rules and procedures. This policy has significantly strengthened the efforts against bribery and corruption in Nigeria.

The Central Bank of Nigeria introduced the Nigerian Sustainable Banking Principles, which incorporate the Equator Principles into the Nigerian banking corporate governance. Some Nigerian banks are also signatories to the Equator Principles.

The environmental risks that may be encountered in exploration and development activities of an upstream asset include:

The environmental risks that may be encountered in a utility scale power project include:

The Environmental Impact Assessment Act (EIA Act) is the principal piece of legislation relating to environmental issues in Nigeria. The EIA Act restricts both the public and private sector from undertaking or embarking on projects without considering the effect of the project on the environment. Before embarking on any project, the project company must conduct and environmental impact assessment and provide the report to the Federal Ministry of Environment and the National Environmental Standards and Regulation Enforcement Agency, to enable them to:

Also, some states have enacted environmental protection laws and established an environmental protection agency. Projects in those states must also comply with the state-specific environmental requirements.

The project company (licensee/lessee) must bear all the costs associated with the investigation, remediation and monitoring of the environmental impact and requirements of the project.

Titles to minerals or other natural resources vest with the Federal Government of Nigeria, and any foreign company wishing to acquire rights to these assets must first be registered in Nigeria as an incorporated entity and must obtain the requisite licences and authorisations from the relevant government agencies in Nigeria. Ownership or operation over minerals/other natural resources need a licence.

Royalties and taxes are payable to the Federal Government in relation to petroleum operations.

Royalties payable by upstream petroleum companies are calculated based on the production and price of crude oil. For royalties based on production, the applicable rate is between 5% and 15% depending on the area of production. Royalties based on the price of crude oil and condensates are as follows:

No royalty by price is imposed for frontier acreages.

For upstream petroleum assets that are not fully operating under the Petroleum Industry Act, the standard royalty regime is dependent on the area of production and is paid on a sliding scale ranging from 20% to 7.5%. For deep offshore assets, the royalties will be calculated on field and price bases. The field basis calculation requires a flat royalty rate of 10% of the chargeable volume of the crude oil and condensates produced from deep offshore assets, while the rate for frontier/inland basin is 7.5%. The royalty rates established by price ranges between 0 and 10% based on increases that exceed USD20 per barrel.

A levy of 3% is imposed by the Niger Delta Development Commission Act 2000, chargeable on the total annual budget of any oil producing or gas processing company operating onshore and offshore of the Niger Delta area. Interests in assets located offshore in the Niger Delta will be subject to these provisions.

A levy of 3% if the operating expenditure of the oil and gas project company must be set aside and paid into the trust fund for the development of the host community.

A 2.5% education tax is imposed on the assessable profits of every company registered in Nigeria. It is a deductible item of expenditure for petroleum companies.

7.5% VAT is charged on all supplies of goods and services except goods and services expressly exempted by the Value Added Tax Act 1993 (as amended).

Under the Nigerian Oil and Gas Industry Content Development Act 2010 (Local Content Act), 1% of every contract awarded to any operator, contractor, subcontractor, alliance partner or any other entity involved in any project, operation, activity or transaction in the upstream sector of the industry must be deducted at source and paid into the Nigerian Content Development Fund, established under the Local Content Act.

The Local Content Act also requires all operators, contractors and sub-contractors in the oil and gas industry to retain at least 10% of their total revenue from Nigerian operations in Nigerian banks.

Under Nigeria's export guidelines, exporters of oil or gas must ensure that, within 90 days from the date of export, all export proceeds are repatriated and credited to their export proceeds domiciliary account opened with a bank in Nigeria. The Nigerian Export Supervision Scheme (NESS) levy must also be paid.

In its bid to boost financial investments in certain sectors and industries of the Nigerian economy, the Federal Government of Nigeria, in certain instances, grants tax incentives to Nigerian companies by way of a tax holiday from income tax otherwise payable on the profits accruing in, derived from, brought into or received in Nigeria.

One incentive is the grant of "pioneer status". Pioneer status is granted to a company that:

Companies can apply to the President through the Minister of Trade and Investment for a pioneer certificate. If the application is successful, the President will issue the pioneer certificate to the company and the company can then enjoy pioneer status. The grant of pioneer status to Nigerian companies is intended to incentivise companies operating within the field of technological innovation or advancement to make significant capital expenditure and a reasonable level of return of profit within its formative years without having to pay income tax.

Tax incentives apply to industries regarded as "pioneer industries". Mining operations and the activities of certain elements (bitumen, lead, zinc, and iron, steel and so on) are classified as pioneer industries and are therefore subject to tax incentives.

Further to the Minerals and Mining Act, established to promote investments in the mining sector, mining companies can be given initial three-year tax holidays (among other incentives).

Tax incentives are also available through tax exemptions from the following income:

Other tax incentives include:

Nigeria has entered into various:

These international instruments (as well as the Constitution of the Federal Republic of Nigeria (as amended) and the Nigerian Investment Promotion Commission Act) are intended to attract and protect foreign investments in Nigeria.

Withholding tax is payable on interest on loans but not on the principal. The rate of the withholding tax on interests is 10%.

There are applicable tax treaties to minimise the rate payable. The current position under Nigerian tax laws is that the withholding tax rate on interest specified in the tax laws (that is, 10%) will only apply where the rate does not exceed the maximum rate specified in the applicable tax treaty. Where the rate in the tax treaty is lower than the 10% rate specified in the tax laws, the maximum rate specified in the tax treaty applies.

In this regard, for some countries with which Nigeria has a double taxation treaty, the withholding tax rate on interest varies between 7.5% and 10%.

Nigerian companies can maintain bank accounts in local currency and internationally convertible currencies in their Nigerian domiciliary accounts.

Nigerian law allows Nigerian companies to maintain accounts abroad (subject to the laws of the applicable foreign country).

There are no restrictions on the payment of dividends/repayment of shareholder loans to a foreign parent.

The Nigerian Investment Promotion Commission Act and a host of other foreign investment regulations seek to encourage and protect foreign direct investment by guaranteeing the free repatriation of income (however arising, for example, by way of dividends or loans) to the country of the foreign investor.

There are no restrictions on the importation of equipment from abroad for use in a project.

Project equipment can be imported into Nigeria on the payment of applicable import duties (except in cases where the importer or the project are exempt from duties). However, for an upstream petroleum industry related project, importation of equipment and workers will be subject to the prevailing local content laws.

Under Nigerian law, the parties to an agreement can choose the applicable law of a jurisdiction to govern their transaction and their preferred dispute resolution mechanism. Nigerian courts give effect to a choice of foreign law and choice of a foreign dispute resolution which parties to a contract elect to govern their transaction. Nigerian courts have held that their duty is to strictly interpret the terms of a legal and valid contract agreed between the parties and not to impute alternative arrangements that would effectively re-write the terms of the contracts.

English law is widely used to govern certain documentation in project finance, especially facility agreements.

See above, Foreign Law.

Waivers of immunity are enforceable in Nigeria.

In connection with the resolution of contractual disputes, as with the general principles for the resolution of civil claims in common law jurisdictions, the Nigerian judicial process is weighted in favour of the preponderance of relevant and provable evidence and the interpretation given by the deciding judge to the mixture of facts and law presented before the court.

There is also a system of checks and balances in the Nigerian judicial system through the right of appeal of litigants to reduce potential corruption or bias in the adjudication of cases. Also, the Nigerian courts have ample experience with enforcement of security and other related issues that may arise from a project finance transaction.

The Nigeria Arbitration and Conciliation Act (ACA) adopts the UN Convention on the Recognition and Enforcement of Foreign Arbitral Awards 1958 (New York Convention), to which Nigeria is signatory. An arbitral award will, irrespective of the country in which it is made, be recognised as binding and, on application in writing to the Nigerian courts, will be enforceable in Nigeria (ACA).

Nigerian law also provides different procedures for the enforcement of foreign court judgments, depending on the relevant country.

The recently enacted Petroleum Industry Act provides a comprehensive legal and regulatory framework for the Nigerian petroleum industry. A key issue addressed in the Petroleum Industry Act is the establishment of a legal and regulatory framework to encourage natural gas development/projects in Nigeria.

There are some reforms in the energy sector, notably including the Presidential Power Initiative (formerly the Nigerian Electrification Roadmap) which was entered into between the Nigerian and German governments. The initiative is championed by Siemens with a view to developing and increasing local power generation to achieve operational capacity of 25,000 megawatts (MW) from the current average of around 4,500 MW.

Also, an Electricity Bill is currently being considered by the Nigerian legislature which aims to transform Nigeria's power sector. The Electricity Bill seeks to, among other things, de-monopolise the national grid to empower states to create a state-focused electricity market. This is expected to open up the Nigerian electricity sector to more energy projects.

The Nigerian government has adopted an energy transition plan setting out Nigeria's net-zero pathway with significant investment opportunities for the financing of projects in the power, transport, oil and gas, cooking and industry sectors.