Notap Act

notap-act

N62 LFN 2004: NATIONAL OFFICE FOR TECHNOLOGY ACQUISITION AND PROMOTION ACT

THE ORDER OF THE SECTION

Section

The National Office for the Promotion of Technology

creation of the national office for technology promotion and acquisition.

governing body.

The Minister’s authority to issue instructions.

4. the National Office’s duties

Contract registration, etc.

Contract and agreement registration application.

Registration.

consequences of registering

Registration cancellation

Arguments, etc.

Director and other National Office employees

Pensionable service in the National Office.

financial resources.

Estimates, accounting, and audits for the year

Other Information and Supplements

ability to access information

penalties for obstructing, filing fraudulent returns, etc.

Information disclosure by personnel is restricted, and there are consequences.

crimes committed by both incorporated and unorganised organisations.

yearly reports

rules for employees.

Fees.

savings and transfers of obligations, personnel, etc.

Interpretation.

brief title

SCHEDULE

ADDITIONAL DISPOSITIONS CONCERNING THE COUNCIL

ACT FOR A NATIONAL OFFICE FOR THE PROMOTION AND ACQUISITION OF TECHNOLOGY

No. 82 of 1992

a law creating the National Office for Technology Acquisition and Promotion to oversee ongoing technology transfers from abroad to Nigeria and address other relevant issues.

Beginning on September 24, 1979

The National Office for the Promotion of Technology

creation of the National Office for the Promotion of Technology (No. 82 of 1992)

The National Office for Technology Acquisition and Promotion (hereafter referred to as “the National Office” in this Act) is hereby formed and will serve the purposes set forth in or carried out in accordance with this Act.

The National Office must be a legal entity with perpetual succession, a common seal, and the ability to bring or defend legal actions in its corporate name.

governing body

A council, to be known as the Governing Council of the National Office for Technology Acquisition and Promotion (hereinafter in this Act as “the Council”), shall serve as the National Office’s supreme governing body and be in charge of formulating policy for the National Office and carrying out the other duties granted to it by this Act.

The Council will have a Chairman and the following individuals as its other members:

is–

Each of the following federal ministries has a representative:

Finance

Inside Affairs

Justice,

business; and

housing and employment

one National Science and Technology Development Agency representative;

one Nigerian university representative, to be chosen by the Minister following adequate consultation;

the Minister will choose one representative from Nigeria’s polytechnics and colleges of technology after consulting with the rectors and principals of those institutions;

a director.

The Director-General may choose another officer of that Ministry who is not below the rank of Principal Secretary as the Chairman, but he or she must be the Permanent Secretary of the Federal Ministry of Industry.

Regarding the Council’s proceedings and the other matters stated therein, the supplemental provisions in the Schedule to this Act shall apply.

The Minister’s authority to issue instructions

When it comes to the exercise by the Council or the National Office of its functions under this Act, the Minister may give general directions to the Council or directions relating generally to specific matters, but not to any individual or case. It is the duty of the Council to follow the general directions or to make sure they are followed.

the National Office’s duties

The following responsibilities of the National Office are subject to section 2 (1) of this Act:

encouraging the development of a method that is more effective for finding and choosing foreign technology;

the improvement of Nigerians’ negotiating abilities with a view to ensuring that parties engaging in contracts or agreements for the transfer of foreign technology receive the best terms and conditions possible;

the availability of a more effective procedure for modifying imported technology;

All contracts and agreements for the transfer of foreign technology to Nigerian parties that were in effect in Nigeria on the day this Act took effect, as well as all contracts and agreements entered into going forward, must be registered. Without limiting the generality of the aforementioned, every such contract and agreement must be registrable if, in the National Office’s opinion, its purpose of intent is wholly or partially for or in connection with any

Using trademarks,

access to patented inventions,

the provision of technical advice through the creation of blueprints, diagrams, operating instructions, or any other type of technical support of any description,

the provision of fundamental or specific engineering,

the availability of equipment, plant, and

the provision of managerial support or operating staff, as well as personnel training; and

the ongoing supervision of any contract or agreement that has been registered under this Act during its execution.

Contract registration, etc.

Registration of contracts and agreements application

Any contract or agreement that was made by a person in Nigeria on the date this Act went into effect and that was still in effect at the time this Act took effect with regard to any matter covered by section 4(d) of this Act must be registered with the National Office in the prescribed manner no later than six months after this Act took effect.

Every contract or agreement that a person in Nigeria enters into with a person outside of Nigeria as of the start of this Act must be registered with the National Office in the prescribed manner no later than sixty days after it is executed or concluded with regard to any matter covered by section 4(d) of this Act.

Every request for the registration of a contract or agreement under this section must be made in writing and addressed to the Director. It must also include the required number of certified true copies of the contract or agreement, as well as any other pertinent paperwork, such as annexures. The Director may also request additional paperwork or information in a given situation.

Cap on registration. 365

The Director shall grant the applicant a certificate in the form that may be prescribed when he is satisfied that none of the requirements mentioned in subsection (2) of this section has been violated.

If the Director determines that a contract of agreement meets one or more of the following criteria, it will not be registered:

where its objective is the introduction of freely accessible technologies to Nigeria.

when the cost or other desirable consideration is not equivalent to the technology already acquired or that is to be gained;

where clauses that, in the supplier’s opinion, are not necessary for the proper implementation or execution of such contract or agreement are included therein and allow the supplier to control or intervene directly or indirectly in the administration of any undertaking belonging to the transferee to the technology;

where the recipient of the technology has a burdensome or gratuitous obligation to assign to the transferor or any other person designated by the transferor any patents, trade secrets, technical information, innovations, or improvements that the recipient obtained without the transferor’s or that person’s assistance;

where the transferee places restrictions on technology research or development;

where the transferor, another person, or a specified source must be used exclusively to obtain equipment, tools, parts, or raw materials;

the transferee is required to sell the products it manufactures only to the source of the relevant technology or any other person or source identified by the transferor, or when exportation of the transferee’s products or services is forbidden or unreasonable restricted;

where it is forbidden for the transferee to employ complementary technologies;

where the transferee is obliged to employ employees chosen by the technology supplier continuously or for an excessively long period of time;

when production is restricted for sale and resale prices are imposed for domestic or international consumption in violation of the Price Control Act or any other law relating to prices;

the transferee must designate the technology supplier as its only sales agent or representative in Nigeria or elsewhere;

if the contract or agreement specifies a term that is shorter than ten years but is intended to last longer than ten years;

wherein the transferee cannot modify the transferred products, methods, or plant without the consent of the transferor;

where there is a requirement for the transferee to make unneeded design adjustments;

where the transferor strives to impose excessive and burdensome responsibilities on the transferee through quality controls or the prescription of standards;

where the transferee is required to pay the transferor in full for any technology that he does not use;

Where adoption of additional technology or other matters by the transferee is required, such as consulting services, worldwide sun-contracting, turn-key projects, and similar package agreements, not necessary

by the transferee for or in relation to the primary objective for which technology is being acquired by him or has already been obtained;

In cases where a dispute arises regarding how a particular contract or agreement, or one of its sections, should be interpreted or enforced in Nigeria, the transferee is required to submit to foreign jurisdiction for resolution.

The Council may direct the Director to issue a certificate to an applicant despite any convergence between the terms and conditions of a contract or agreement and the specifications set forth in subsection (2) of this section, notwithstanding the aforementioned provisions of this section, in any case where the Council is satisfied that doing so would be in the national interest.

After the Director has refused to give a certificate of registration, if the parties, on the recommendation of the Director, make the necessary changes to any contract or agreement’s terms and conditions, the Director may then issue the necessary certificate of registration.

Impact of the registration limit. 113

No payment shall be made by or on behalf of the Federal Ministry of Finance, the Central Bank of Nigeria, or any licenced Nigerian bank in respect of any payments due under a contract or agreement mentioned in section 4(d) of this Act in Nigeria, subject to section 8 of this Act, unless a certificate of registration issued under this Act is presented by the party or parties concerned along with a copy of the contract.

Registration cancellation

The provisions of Section 9 of this Act regarding appeals shall apply to any such notice as if it were a notice to reject an application for registration. If the Director determines that any contract or agreement has been altered or modified after being registered in violation of the provisions of this Act, he shall notify the parties concerned in writing of his intention to do so.

When no appeal is filed in accordance with paragraph (1) of this section, the Director, with the Council’s consent, must revoke the party in question’s certificate.

Entice, etc.

Any person who feels wronged by the Director’s proposal to deny a registration application may file a notice of appeal to the Council with the Secretary within sixty days of the date the Director informed him of his intention to deny the application.

The Secretary must lay the written notice of appeal before the Council meeting that will take place after it is received, and it must include the grounds for the appeal.

The aggrieved party shall, according to the applicable rules of court, have a right of further appeal to the Federal High Court where an appeal is denied, and if an appeal is allowed, the Council shall cause the Director to issue a certificate or registration in that behalf.

The Federal High Court’s rulings under this provision are subject to appeal in the same way and to the same degree as its decisions in civil cases rendered during first instance hearings.

Provisions Regarding Personnel and Finances

Director and other National Office personnel

A National Office officer who will be known as the Director will be chosen by the President on the Minister’s advice.

The Director will serve as the National Office’s chief executive officer and hold office under any terms and conditions spelled out in his letter of appointment, as well as any additional terms and conditions that may be established from time to time by the President and, more generally, by the Council in relation to the other National Office employees.

A Secretary will be chosen by the Council, and he or she will do the tasks that the Council, the Director, or his Act may assign to him.

The Council may occasionally appoint additional employees as may be necessary for the effective discharge of the duties imposed on the National Office by or in accordance with this Act.

Pensionable service at the National Office Cap. 346

Despite the provisions of the Pensions Act, it is hereby declared that service in the National Office shall be considered approved service for the purposes of that Act. As a result, officers and other staff of the National Office shall be entitled to the same pensions, gratuities, and other retirement benefits for their service in the National Office as are enjoyed by persons holding equivalent grades in the Federation’s public service.

For the sake of applying the Pensions Act’s provisions in

According to this Act, the Council, and not any other person or authority, shall have and be competent to exercise any power that may be exercised thereunder by a Minister or other authority of the Government of the Federation, other than the ability to establish rules under section 23 thereof.

financial resources

The National Office must create and administer a fund, from which the revenues will be used to—

to the National Office’s and the Council’s administrative expenses;

for paying back members of the Council or any council-created committees for any expenses that may be authorised by the Council and in accordance with the reimbursement rates that have been approved in this regard by the President;

involves the payment of wages, other emoluments, pensions, gratuities, and other benefits associated with death for National Office personnel;

for the upkeep of any property the National Office owns or acquires; and

for or in relation to all or any of the duties assigned to the National Office or the Council by or in accordance with this act.

Payments and credits to the fund created in accordance with subparagraph

of this paragraph—

such sums as the Government of the Federation may make available for contribution into the fund each fiscal year;

fees incurred for the National Office’s additional services, including the registration of contracts and agreements;

every other sum that becomes due to the National Office under or in accordance with this Act.

13. Estimates, accounting, and audits for the year

An estimate of the National Office’s expenses and revenues for the following fiscal year must be prepared by the Council no later than December 31st of each year, and once completed, it must be submitted to the Minister for approval by the Federal Government.

The National Office’s accounts and related documents must be kept properly by the Council, and once they are certified by the Council, the accounts must be audited in accordance with subsection (3) of this section.

As soon as possible after the conclusion of each fiscal year, the National Office’s finances must be audited by auditors chosen from the list of auditors and in accordance with the standards set forth by the Auditor-General of the Federation.

Other Information and Supplements

ability to access information

Any individual operating an industrial or commercial enterprise may receive written notice from the Director or another member of the National Office staff requesting that they provide information on the issues he may specify in the form and manner he may instruct.

A person who is obliged to submit returns in accordance with subsection (1) of this section must do so forty-five days after receiving notice of the requirement.

False returns are punished, as are impediments. Etc

A person who is obliged to submit returns in accordance with section 14 of this Act is in violation of the law and, upon conviction, is subject to a fine of 2,000 Naira, six months in jail, or both, depending on the severity of the infraction.

A person who knowingly or recklessly makes a statement in the returns that is false in a substantial particular while purportedly complying with the need to provide returns as stated above is guilty of an offence and subject to a punishment of N1,000 or six months in jail, or both, upon conviction.

Everybody who—

intentionally prevents a National Office employee from carrying out his or her duties under this Act; or

fails to provide any such employee operating in the aforementioned manner with any information or other assistance that they may reasonably need from him for the purposes of carrying out his obligations under this Act or any subsidiary legislation adopted under it without showing sufficient cause,

shall be guilty of an offence and, upon conviction, shall be subject to a fine of 1,000 Naira, six months in jail, or both such fine and jail time.

Information disclosure by personnel is restricted, and there are consequences for doing so.

Any person hired or employed to ensure the proper administration of this Act who divulges to a third party—who is not a member of the Council or another National Office employee authorised to receive such communication—any document, drawing, photograph, plan, model, or other information whatsoever that, to his knowledge, describes, represents, or illustrates—

any apparatus, plant, installation, or other construction, whether current or intended; or

any process, design, or patent,

Anyone who submits anything to the National Office for or in conjunction with a request for registration under this Act is breaking the law.

Any individual found guilty of a violation of this Act is subject to a fine of $2,000 or to two years in jail, or to both of those penalties, upon conviction.

Offenses by Corporations and Unincorporated Bodies

When a corporation, firm, other organisation, or individual commits a violation of this Act:

each body corporate official who serves as a director, manager, secretary, or other similar position;

every officer or partner of the company;

each individual involved in managing the association’s affairs;

or

every person who was claiming to act in the aforementioned role,

Unless he can demonstrate that the act or omission that constitutes the offence happened without his knowledge, consent, or complicity, he shall each be jointly and severally liable for that offence and subject to prosecution and punishment in the same manner as if he had committed the offence himself.

yearly reports

The National Office’s audited financial statements must be included in the report the Council submits to the Minister on or before June 30 of each year detailing the actions of the National Office during the previous year.

Employee Handbook

Without limiting the breadth of the foregoing, and subject to the requirements of this Act, the Council may enact staff regulations related generally to the terms of service of the employees of the National Office.

the hiring, elevating, and disciplining (including removal) of National Office workers; and

appeals made by these workers against termination or other disciplinary actions;

The personnel of the National Office are subject to any instrument relating to the conditions of service for public officers, with any adjustments that may be required, up until such regulations are enacted.

The Minister must first approve any staff regulations made pursuant to subsection (1) of this section before they take effect; after that, they may not be published in the Federal Gazette, but the Council must bring them to the attention of all parties affected in the manner that it may from time to time determine.

Fees

The fees (and any adjustments to such fees) due for the registration of a contract or agreement or for other services provided by the National Office must be as may be determined by the Council with the prior permission of the Minister.

21. reductions and transfers of obligations, personnel, etc.

(1)- The National Office renamed by this Act shall be deemed to have been assigned to and vested in all statutory powers, duties, interests, liabilities, and obligations of the National Office existing before the commencement of this Act under any contract or instrument, or in law or in equity apart from any contract or instrument.

Any agreement or document specified in this section’s subsection (1) must have the same force and effect against or in favour of the National Office and shall be enforceable in the same manner as if the renamed National Office had been identified therein or had otherwise participated in it.

The National Office for Technology Acquisition and Promotion will be subject to all of the obligations and liabilities that the National Office was subject to prior to the start of this Act, and everyone else will have the same rights, powers, and recourses available to them with regard to the National Office for Technology Acquisition and Promotion.

In relation to any right, interest, obligation, or liability of the National Office, any proceedings or causes of action pending or existing immediately prior to the commencement of this Act may be continued or, as the case may be, commenced, and any judgement of a court of law, tribunal, or other authority or person may be enforced by or against the National Office for Technology Acquisition and Promotion to the same extent that such proc

By virtue of this Act and without further assurance, all assets, funds, resources, and other tangible or intangible property that were immediately prior to the commencement of this Act vested in the National Office established under the redesignated Act shall be vested in the renamed National Office.

Interpretation

Unless the context otherwise specifies, this Act—

“Chairman” refers to the Council’s Chairman;

Any arrangement that can be enforced between the persons involved or by a third party who is interested in or impacted is considered a “contract or agreement”;

“Council” refers to the National Office’s Governing Council, which was created in accordance with Section 2 of this Act;

“Director” refers to the National Office Director selected in accordance with this Act’s Section 10;

“Member” refers to each and every council member, including the chairman;

“Minister” refers to the Minister in charge of topics pertaining to business;

“National Office” refers to the organisation responsible for technology acquisition and promotion created under this Act’s Section 1;

“Prescribed” refers to rules established by the Minister;

“Secretary” refers to the Council Secretary appointed in accordance with section 10 of this Act.

brief title

The National Office for Technology Acquisition and Promotion Act may be regarded as the title of this Act.

SCHEDULE

ADDITIONAL PROVISION CONCERNING THE COUNCIL

actions taken by the Council

Cap. 192

The Council may establish standing orders governing the Council’s or any committee’s business, subject to this Act and Section 27 of the Interpretation Act (which stipulates that a statutory body’s decisions must be made by a majority of its members and that the person presiding has a second or casting vote).

thereof.

The Chairman and four more members make up the quorum of the Council, and the Council decides what number of members constitutes a quorum for each committee.

2.(1) The Council must convene at least four times per year, but it may also convene at the Chairman’s call. If the Chairman is compelled to convene a meeting by notice given to him by at least three other members, the meeting must take place within 14 days of the day on which the notice was given.

The Chairman of the Council shall preside at all meetings of the Council, but in the event of his absence, the members present shall elect one of their number to act in his or her place.

A person who is a member by virtue of this sub-paragraph shall not be entitled to vote at any meeting of the Council and shall not count towards the quorum. However, the Council may co-opt him as a member for such period as it thinks fit when it wishes to obtain the advice of any person on a specific matter.

The Minister shall call the Council’s first meeting regardless of anything in the aforementioned clauses of this paragraph.

Committees

3.(1) The Council may designate one or more committees to carry out, on the Council’s behalf, those of its functions that it deems appropriate.

A committee established pursuant to this clause shall be composed of the number of individuals specified by the Council, who need not all be members of the Council. An individual who is not a member of the Council shall serve on the committee for the duration of his appointment.

Prior to the Council’s confirmation, a committee of the Council’s decision is not binding.

Miscellaneous

4.(1) The Chairman or another member who has been given general or specific permission by the Council to act for that purpose must sign to verify the installation of the National Office seal.

Any person generally or expressly authorised to act for that purpose by the Council may make or execute any contract or instrument that, if made or executed by a person who is not a body corporate, would not be required to be under seal on behalf of the National Office.

Any document claiming to be one that has been properly executed and bears the National Office’s seal must be admitted into evidence and is presumed to have been so executed unless the contrary can be established.

Members of the Council who are not public officers must receive their compensation, fees, or allowances from funds available to the Council according to any scales that the President may from time to time approve.

Any vacancy in the membership of the Council or a committee thereof, any flaw in the appointment of a member of the Council or of a committee, or the fact that a person who was not authorised to participate in the proceedings participated, shall not affect the validity of any proceedings of the Council or of a committee thereof.

Any council member or committee member who has a personal interest in a contract or arrangement that has been made or is being considered by the council or a committee thereof must immediately disclose that interest to the council and is not allowed to cast a vote on any issues pertaining to the contract or arrangement.

National Provident Fund Act No. 1 2000 (Amendment to National Minimum Wage Act)

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