NCDMB

SUBJECT: 50 % OWNERSHIP BY NIGERIAN SUBSIDIARY

NCDMB has already developed a model and approved a precedence for 50 %
equipment ownership by a Nigerian Subsidiary based on the following
minimum criteria:

i. There must exist a Nigerian subsidiary which shall also meet the
definition of a Nigerian Company under the NCDMB Act. That is to
say, at least 51 % of the shares of the Nigerian subsidiary must be
owned by Nigerians.
ii. The Nigerian subsidiary must own at least 50% of the equipment, or a
satisfactory plan for it to own 50 % of the equipment.
iii. Ownership or plan to transfer ownership must be in writing, legally
binding, credible, and verifiable by NCDMB.
iv. Ownership or agreement to transfer ownership shall not be predicated
on impossible or dodgy conditionalities. All conditionalities or
encumbrances based on 3
rd
party interest such as banks or financiers
shall be submitted to NCDMB for verification.
v. A plan to transfer ownership shall take place during the life cycle of
the contract for which the equipment is being imported.
vi. Where NCDMB is giving approval based on a plan to transfer
ownership, the approval will be provisional, normally for a period of
one year, renewable upon satisfactory compliance with the terms of
the Agreement for the Transfer of ownership.
vii. NCDMB will not allow round tripping of ownership whereby
agreement is entered with the foreign vendor or parent company to
transfer ownership of asset/equipment after the life cycle of a contract.
Except where the Nigerian shareholders (who shall have the first right
of refusal to purchase the equipment) have declined interest in taking
up the foreign equity interest, foreign shareholder(s) shall not be
allowed to have the first option of buying back the equipment after the
contract.
Dated this 3
rd
Day of August, 2011

NCDMB