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Saturday morning again, mango tree again — except this time it was Chairman Alao arriving early, and arriving hot, before the pap had even finished going round.

"Somebody explain am to me," he said, dropping into his usual chair like the chair had personally offended him. "I go bank last week to change signatory for my company account — my partner don relocate go Canada, I just want add my son as new signatory — and the woman for the desk tell me say she need company seal before she fit process am. Seal! For 2026! I thought CAMA don cancel that one since."

Uncle Jimoh perked up immediately, sensing gist. "See as dem dey confuse person," he said, though for once he didn't have a theory ready — he was still recovering, gently, from Episode 1.

Enter Banker Sola

It was Mr. Tunde who had the answer this time, though not from his own head — he'd brought a guest. "This one, I won't even attempt myself," he said. "Meet Sola. Bank operations, ten years. I asked her to come explain this one properly, because I got it half-wrong myself the first time I heard it."

Banker Sola settled into the one free chair, unbothered by the audience. "Chairman, you're not wrong that CAMA 2020 changed things," she said. "Before 2020, every company legally had to have a common seal. Section 98 of the new Act removed that — a company can now choose to have one or not, and a document can be validly signed without it, once it's executed properly by a director, the secretary, or another authorised officer. That part of what you heard is completely correct."

Baba Sikiru, newspaper as always in hand, looked up with the particular expression he reserves for a story that's about to get complicated. "So if the law say I no need am, why the bank still dey ask?"

What the Law Requires, and What the Bank Requires, Are Two Different Things

"Because the law sets the floor, not the ceiling," Sola said. "CAMA tells you what's legally required for a document to hold up in court. It doesn't tell a bank what it's allowed to ask for as an internal risk check before it moves money around. Those are two separate questions, and this is where most business owners get caught — same as you did."

She explained it plainly: a signatory change, a mandate update, or a change to who can sign above a certain amount is precisely the kind of instruction that changes who can move a company's funds. Banks tend to treat that category of request with more scrutiny, not less — a board resolution authorising it is exactly the kind of document some banks still prefer sealed, even though the law no longer forces it. "It's not government wahala," she added. "It's the bank's own risk policy. Even some of the bigger international banks still build a Common Seal clause into their own standard resolution templates here in Nigeria — not because CAC or CAMA demands it anymore, but because it's one more layer of assurance on a transaction they consider higher-risk."

Mama Kemi, still riding a small wave of confidence from her own stamp-and-certificate victory in Episode 1, leaned in. "So na different thing from account opening?"

"Related, but not identical," Sola said. "Account opening is the first time a bank meets you — of course they're careful. But what surprises people is that the same carefulness comes back later, any time you change *who's allowed to instruct the bank* — new signatory, new mandate, new signing limit. It's not a one-time hurdle at the beginning. It can show up again, mid-relationship, exactly when you're not expecting paperwork."

Baba Sikiru's Real Objection

Baba Sikiru wasn't objecting to the explanation itself — Sola had made it make sense. His concern was more specific. "Thirty-two years I dey do business," he said. "If I ever need change my own signatory tomorrow, and I no get this seal, I go just dey there confuse like Alao?"

"That's exactly the risk," Sola said. "It's not that you're doing anything wrong. It's that you find out you need it at the exact moment you're in a hurry — a partner has just left the country, or passed away, or you're trying to add someone before a big transaction closes. That's a bad time to be starting from zero on something that takes days to produce."

Madam Bisi Asks the Obvious Question

Madam Bisi, who trusts institutions the way she trusts a stranger offering free advice, wasn't satisfied yet. "If na so important, why the bank no just tell Alao since, before wahala come? Na so dem take do me for that government office — nobody tell me anything until I don waste time and transport money."

Sola didn't dismiss it. "That's a fair complaint, honestly. Requirements can differ by bank, and sometimes by the specific type of change you're requesting — which is exactly why I'd tell anyone here: don't wait until you need a signatory change to find out what your bank asks for. Call your relationship officer, ask directly what's required for a mandate update, and get it in writing. Five minutes now saves you a stalled account later."

Madam Bisi grunted, which from her counts as partial agreement.

Chairman Alao Gets Practical

By the time the akara was finished, Chairman Alao had gone from hot to merely thoughtful. "So the fault wasn't the bank being wicked," he said slowly. "The fault na say I hear 'CAMA don cancel seal' and I run with only that half."

"Story of this estate," Baba Sikiru muttered, not unkindly.

Mama Kemi offered the same practical steer she'd given Baba Sikiru weeks earlier. "MALLAMIBRO KONCEPTS get your RC number and company name matched to your CAC certificate before dem produce anything," she said. "Na so dem take handle my own — no guesswork." Chairman Alao didn't commit out loud, but he did take out his phone and, for the first time all morning, actually wrote something down. If your business has never needed a company seal but you'd rather not find out the hard way mid-transaction, reach out to our team and we'll get you sorted properly, certificate matched, before anything is produced.

📋 Behind the Gist: What's Real vs. What's Dramatized

Chairman Alao's bank encounter is dramatized, but the underlying legal and banking-practice facts are real and independently verified:

  • CAMA 2020's Section 98 genuinely removed the mandatory legal requirement for a company to have a common seal — a document can be validly executed by an authorised director, secretary, or officer without one, as confirmed by Lehi Attorneys' analysis of CAMA 2020 Sections 98 and 103.
  • That legal change governs what's required for a document to be valid — it does not restrict what an individual bank may still require as its own internal risk-control practice.
  • Standard Chartered Nigeria's own standalone board resolution template, used for account operations and signatory matters, still explicitly references execution under the company's Common Seal — evidence that this practice persists at major banks independently of CAMA's legal minimum, as shown in Standard Chartered's published resolution template.
  • For more on why keeping your company seal secure (and accounted for) matters even when it's legally optional, see our companion article, Who Has Your Company Seal Right Now? Why That Question Should Worry You.

Everything else — Chairman Alao's frustration, Banker Sola's dialogue, the estate's reactions — is Estate Gist's dramatization, built around the real facts above.

Whether you're Team "the law already settled this" or Team "ask your bank before you need to," the practical move Sola left the whole estate with was the same one: a company seal may no longer be a legal requirement, but it can still be an operational one — and the time to find out which is before you're mid-transaction, not during.