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Nigerians Should Just Be A Little Patient, Because They Will Soon Smile-Oyegun

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Chief Odigie Oyegun is the National Chairman of the ruling All Progressives Congress, APC, a party which was has now made history as the first opposition to defeat a ruling party in the country. The Edo born politician who once govern the state, last year led the APC to clench power from the Peoples Democratic Party, PDP, which has been in power since the countrys returned to democracy in 1999. Oyegun was in Benin City, the capital of Edo State, where he spoke with newsmen. He spoke on the allegation that he was on his way out of the party leadership position, President Muhammadu Buhari constant foreign trips, and a host of other issues, where nationalTRAIL was represented by its Benin correspondent, Monday EBALU. Excerpts:

Nigerians are complaining that President Mohammadu Buhari continuous traveling abroad is nothing, but a waste of resources, especially that they are suffering, as the national chairman of the ruling party, what is your view concerning this?
Well, for the journey embarked upon by Mr. President since assuming office last year, I will say what makes me sad, is that, if there is anybody who does not recognise the fact that Nigeria had almost become a paralyzed state by all standard, the fact that we have no respect all over the world, and the reality is that because the APC won the election based on the personal credibility of the president. Based on the respect he commands, not only in our country Nigeria, but the world over.
So It seems to me like most people in Nigeria do not recognise the very sorry state of the Nigeria economy. They say we should stop blaming anybody, yes I am not going to say I blame anybody, but the facts remains that the Nigerian economy was ruined, and ran to the ground. Fact number three, as if these two were not bad enough, is the reality that in a few months after we came into office, the price of oil crashed, from about 120 per barrel to a sad and low level of about between 30 to 40 dollars per barrel, these are all big problems in a state that you are almost broke, and when the president made such comments, and then people starts to complain.
Because I always use this example, and let me say, I will not be tried of using it. If a family income falls from N120 to N40, the family will feel the pressure, it will not be able to meet its basic needs , there will be the need for him, I mean head of such a family to take emergency measures to shore up the economic situation of his family, and the president is doing exactly the same thing with the travels, they are not for leisure. Take note that a rapid revival depends on the understanding of the rest of the world, so he had to go and meet the world.
The president has taken his prestige and time around the whole world to shop and polish our image, which has been badly damaged to make it possible for world leaders to want to deal with a new Nigeria, and to get the type of resources and the expenditure that we so need badly at the moment, because the kind of problems we have, are not the types that can wait for one or three years. We do not have the resources to take down and put to reviving the economy, so hat the president is doing is a great inconvenience to his person. He is a well trained military officer, he trained abroad and he has been to most parts of the world, so it is not as if he enjoys going and spending sleepless nights in one capital to another.
The capitals he has visited are those that are critical to peace in Nigeria, or critical to our economy, and its speedy revival. Think of countries like, China and the United States of America, USA, they are very critical to our economy right now. The long and short of it is that Mr. President is getting the world to respect and know the new Nigeria and to be ready to put money into the country with conventional rate, to help to revive the Nigerian economy, and get it back on track for the good of its people, which am sure you agree with me.
Recently Governor Ayodele Fayose of Ekiti, was said to have written a letter to the Chinese government, asking it not to honour president Buhari s request for a loan, do you think that was the right thing for him to have done?
I just hope that Ayodele Fayose did not really do what we are told he did, I don’t even think he is capable of descending into this low depth by do that, but if he did, I can only say that I feel deeply sorry for him and the people of Ekiti State, I think that is all I can say about that and Governor Ayodele Fayose.
It is almost one year since the APC which you lead as chairman took over power and formed the government at the national level, yet the economy still remains the same, if not even worst, what is wrong?
Well, the budget is around the corner, succor will soon come the way of Nigerians, succor must come, because of the president personal commitment to Nigerians, he believes in the well being of the ordinary Nigerian. Everything he has done including the foreign tours since he came to power is to gather and mobilise all the support that is necessary to make a dramatic impact on the condition of Nigeria as quickly as possible, so that has been his main preoccupation, so people should be a little patient, soon things will get better for them.
A lot of these things we did not create, yet the president have pleaded with the people to be patient with him, and he is working on all fronts, whether it is electricity, or even the lingering fuel crisis. What is happening now, is that arrangement is been made to ensure that we are seeing the last of it, that is what the president is working on.
The major problem Nigeria has is that we depended on just one product, the oil, for ninety percent of her foreign exchange. Both the fall in oil and the foreign reserves drop, it means we cannot survival the consumer habit that we have. We don’t produce, even the oil we have is like cocoa beans. You can imagine a Nation like Nigeria, in 2016 is still exporting cocoa beans instead of processing it for additional value.
We don’t process because of interest of people who don’t wish this nation well, our refineries have never worked, because it is better for them to import finished products. For the past 16 years, our refineries did not work because their agents were busy importing fuel, making huge profits at the expense of the Nigerian people.
They did not think of making petro chemical plant for producing things like, plastics or other industries that could have added value and help shore up the economy of this country, as well as create employment for our unemployed youth.
So we have remained a raw material exporting country. Once this budget, which the agents of retrogression have tried hard to mess up, a few individuals out of pure selfish and personal interest have tried to put their constituency projects, and trickily remove projects like the Lagos/ Calabar rail line, once is signed, you would see the difference. It means that there are still people in our country who do not want change from the way things have all these years been.
The simple message is that change is not going to come easy, that the forces of retrogression, the forces of business as usual, are still there and well with us in this country, and still playing their games.
But we in APC, we are sure that the principle of change must prevail. Change is our percussion, change in the way we think. Our assurance to the country is that nothing is going to divert us from the total change which we have started already, and has remained key, and they should just key into it, join us, as well as give us the opportunity to make things work in the country.
Did your party initially underrate the enormity of the problems facing Nigeria as a country?
No! we didn’t underrate the problem, but you see, you cannot come into government and stop the clock. Yes we have done a few little things at the top, but after 16 years, the rot is virtually in all the institutions in this country, there is corruption, so it takes time to put people in these major institutions to drive the system. Meanwhile we are doing the best we can to make sure everything moves on well, because this is the right thing to do.
There were rumours that you where to be removed from office as chairman of the party ?
You know there was nothing like that, nothing like that ever happened. What I can tell you that if you are a leader and you don’t offend people, it then means that something must be wrong, with your leadership style
you cannot agree with everybody every time, and you also cannot do what everybody wants.
Some people are hiding behind you the media, something that was generated from outside the party, it did not happened in APC. I needed a rest and so I called the media and said, I am going away for ten days to rest, the gentle man standing by me will act till I return, and that is the gentle man they said moved to my office, but there was nothing like that at all, it was externally created, nothing like that happened.
Saraki is presently facing trial at the Code of Conduct Tribunal, is your party envisaging a safe landing for the President of the Senate?
What is safe landing, it is only when the judicial processes are completed, after that, we will then know what to do next. Talking about Safe landing at this moment means we are going to interfere with the process, we go and say Mr. Judge give this kind of judgment. If we do that what is the change we are preaching? So we will allow the judicial process to be concluded, that is the message of change we have been talking about.
But it has been alleged that the whole case is political, and that your party definitely has a hand in it, how true is this allegation
But starting from where you started, the party doesn’t have anything to do with the court case involving the senate president, as a party, we do not know how it originated, we also got to know of it just as you also did, so the party has nothing to do with the case of Saraki, so how can we have a hand in it.
I can tell you that It is a judicial process. And as you know, this is a regime of change with due process in place. It is a regime of following the law as it is, and as such, we will not at any point interfere in a matter that is legal in nature.
What will you say about PDP threat to produce the next President of the Senate of the Federal Republic of Nigeria, should Saraki vacant the seat
I don’t know about the PDP producing the Senate President, that is all I can tell you, I don’t know about that.

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Interview

From Commercial Practice in France to Comparative Contract Law Scholarship in the United States: A Conversation with Folake Atchade

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1. Can you tell us about your professional journey and what brought you to legal academia in the United States?

My professional path has spanned different legal systems and dimensions of legal practice. I received my initial legal education in France and began my career in commercial practice, spending nearly five years as in-house counsel for a financial institution. My work involved negotiating and drafting commercial financing agreements and advising on contractual and transactional matters.

After moving to the United States, I earned an LL.M. from Boston University School of Law. I later returned to Boston University School of Law as a Visiting Assistant Professor, where I taught Contract Drafting and served as a guest lecturer in Negotiation. I was admitted to practice in New York and Massachusetts.

That combination of transactional practice, dual legal training, and teaching ultimately shaped my scholarly interests. I became particularly interested in how legal systems allocate contractual risk and how differences in legal doctrine affect parties when circumstances change dramatically after a contract is formed.

2. What is the central focus of your scholarship?

My research primarily focuses on contract law, comparative contract law, and the allocation of contractual risk in the context of extraordinary events.

One question that particularly interests me is what happens when circumstances change fundamentally after the parties agree. The COVID-19 pandemic illustrated the practical importance of that question. Businesses suddenly faced government shutdowns, supply-chain disruptions, labor shortages, and other circumstances that made contractual performance impossible or substantially more difficult.

My scholarship examines how American contract law responds to those situations and allocates risks, and compares that response with the French legal framework, particularly the codified doctrine of force majeure.

More broadly, I am interested in how contract law can preserve commercial predictability and freedom of contract while providing sufficiently clear rules for circumstances that parties cannot reasonably anticipate or control.

3. Why compare French and American contract law?

Comparative law provides a unique opportunity to question assumptions that can become almost invisible when we study only one legal system.

France and the United States offer a particularly interesting comparison because they approach contract law from different legal traditions. French law provides a statutory definition of force majeure in Article 1218 of the Civil Code. In contrast, American law addresses similar problems through a combination of contract language and common-law doctrines such as impossibility and impracticability.

I am not interested in arguing that one legal system should copy the other. Rather, comparison allows us to identify the advantages and limitations of each approach and ask whether particular features could improve predictability, risk allocation, and judicial administration in another system.

4. Why is force majeure still important now that the COVID-19 emergency has passed?

Because COVID-19 exposed a much broader contractual problem.

The next systemic disruption need not be another pandemic. Businesses increasingly operate in an environment affected by geopolitical conflict, natural disasters, supply chain disruptions, government restrictions, technological disruptions, and other events that can interfere with contractual performance.

The fundamental legal question remains the same: Who should bear the risk when an extraordinary event disrupts performance?

That question has consequences not only for litigation after a crisis occurs, but also for how lawyers draft contracts beforehand. Clearer legal rules can affect bargaining, pricing, insurance, contractual drafting, and ultimately transaction costs.

5. Recent tariff changes imposed by the United States have created uncertainty for businesses operating under existing contracts. How does that connect with your research on force majeure and contractual risk?

Tariffs illustrate the broader problem at the center of my research: how contract law allocates the risk of extraordinary changes after parties agree.

Imagine a business that enters into a long-term supply contract at a fixed price and subsequently faces a substantial new tariff on an essential imported component. Performance may still be possible, but the transaction’s economics may change dramatically. That raises an important question: who should bear that additional cost?

The answer may depend first on the contract itself, whether the parties addressed tariffs, changes in law, price adjustments, or governmental actions. But when the agreement does not clearly allocate that risk, the uncertainty exposes the importance of the background legal rules.

That is where tariffs connect directly with my research. I am interested in whether contract law provides sufficiently predictable rules for allocating extraordinary risks while still respecting the parties’ freedom to allocate those risks differently through their agreements.

6. Can a new tariff implemented by the United States constitute force majeure, and might French and American law approach that problem differently?

A new tariff does not automatically constitute force majeure. That distinction matters because an event that makes performance significantly more expensive (usually characterized as hardship) is not the same as an event that prevents performance (impossibility of performance).

Under American law, much depends on the contract language and the governing law. A court may examine whether the force majeure clause encompasses governmental action or changes in law, whether the parties allocated tariff risk elsewhere in the agreement, and whether doctrines such as impossibility or impracticability are potentially relevant.

French law offers an interesting comparison because Article 1218 of the Civil Code codifies force majeure, while Article 1195 separately addresses imprévision, or changed circumstances, where an unforeseeable change makes performance excessively onerous for a party that did not accept that risk. A tariff that primarily changes the economic burden of performance therefore raises an especially interesting question about the distinction between force majeure and hardship. In addition, absent a provision allocating this risk in the agreement, French law does not recognize an event as force majeure if it was foreseeable at the time of contracting because it had previously occurred.

Comparing the two systems does not necessarily tell us that one approach is superior. Instead, it helps illuminate a broader question at the center of my scholarship: whether clearer distinctions among force majeure, impossibility, impracticability, and hardship could improve predictability in American contract law while preserving freedom of contract.

7. What have you identified as one of the difficulties with the American approach?

One difficulty is fragmentation.

American law lacks a single, comprehensive statutory force majeure doctrine applicable to contracts generally. Parties often depend heavily on the language of their agreements and overlapping doctrines such as impossibility, impracticability, and frustration of purpose. Although the doctrine of impossibility serves as the functional equivalent of force majeure in American law, its relationship with contractual force majeure clauses, commercial impracticability, and frustration of purpose has become increasingly blurred. The result is a body of law characterized by inconsistent judicial reasoning and diminished predictability.

My research paper proposes not adopting an entirely new doctrine, but codifying an existing one. Codification would provide a uniform legal framework that defines force majeure, clarifies its relationship with existing doctrines, and establishes consistent standards for its application.

8. Does that mean you believe the United States should adopt the French model?

No. Comparative scholarship is most useful when it avoids that type of assumption.

French law has its own complexities and limitations. The important question is not whether French law is categorically “better,” but what the American system can learn from another mature legal system that has made different institutional choices.

For example, codification can increase accessibility and provide a common doctrinal starting point. At the same time, excessive rigidity may prevent courts from responding appropriately to unusual circumstances.

The challenge is finding the appropriate balance among predictability, flexibility, freedom of contract, transaction costs, and judicial administrability.

9. How did your experience as in-house counsel influence this research?

It profoundly influenced the questions I ask.

As in-house counsel, I saw contracts as more than abstract legal documents. They allocated real economic risks between businesses. Negotiating financing arrangements required thinking prospectively about what could go wrong, which party should bear which risks, and how to reflect that allocation in the contractual language.

That experience continues to influence my scholarship. When I examine a doctrine, I am interested not only in what courts say after a dispute has occurred but also in how the rule affects lawyers and businesses when they structure transactions before a dispute exists.

10. How does your scholarship influence your teaching?

I see teaching, scholarship, and practice as closely connected.

When co-teaching Contract Drafting, I want students to understand that drafting is not simply about producing elegant language. A transactional lawyer must identify risks, determine how to allocate those risks, understand the client’s objectives, anticipate potential disputes, and translate those decisions into precise contractual provisions.

My comparative background also allows me to encourage students to question why a particular legal rule exists rather than memorize it. Looking at another legal system can reveal that rules we sometimes regard as inevitable are, in fact, policy and institutional choices.

11. What does your international background contribute to your work as a scholar?

It allows me to move between legal traditions and understand legal problems from multiple institutional perspectives.

Having studied and worked within a civil-law environment before developing my academic and professional career in the United States, I have experienced firsthand how lawyers trained in different systems conceptualize similar contractual problems differently.

That perspective is particularly valuable in commercial law because modern transactions are often cross-border. Lawyers need to understand not only the law governing a transaction but also how counterparties from different legal traditions may approach concepts such as contractual interpretation, good faith, hardship, and force majeure.

12. What do you hope your scholarship will contribute to American contract law?

I hope it contributes to a broader discussion about how American contract law should respond to systemic disruption.

Rather than treating extraordinary events as isolated anomalies, I think contract scholars and practitioners should consider how legal rules influence risk allocation before, during, and after major disruptions.

My objective is to examine whether aspects of comparative law can help develop rules that provide greater predictability while preserving contractual autonomy and appropriate flexibility.

Ultimately, good contract law should help parties understand the consequences of their agreements before disputes arise, not merely give courts tools to resolve disputes afterward.

13. What are the broader implications of this research for businesses and practicing lawyers?

The implications are quite practical.

When the law is uncertain, lawyers may respond by drafting increasingly detailed provisions to address potential contingencies. That can increase transaction costs, and even very sophisticated contracts cannot anticipate every possible event.

Conversely, clear default rules can provide a background against which parties negotiate. Parties who prefer a different allocation of risk can still contract around appropriate default rules where the law permits.

That is why questions about force majeure and contractual risk are not merely theoretical. They affect contract drafting, negotiation strategy, pricing, litigation risk, and commercial planning.

14. Where do you see your research developing next?

My broader research agenda examines how contract law allocates risk in increasingly complex and standardized commercial environments.

Force majeure provides one important entry point, but similar questions arise with boilerplate provisions, standardized agreements, technological contracting, and potentially AI-assisted contract formation and drafting.

I am interested in examining how contract law can maintain predictability and freedom of contract while responding to changes in the way agreements are negotiated, drafted, and performed.

15. What perspective does your combination of transactional practice and comparative legal training bring to American contract-law scholarship?

I hope to contribute a perspective that combines comparative scholarship, transactional experience, and practical legal education.

My professional experience taught me how contractual rules operate inside actual commercial relationships. My comparative background allows me to examine those rules across legal systems. Teaching also lets me translate both perspectives for the next generation of lawyers.

I see those dimensions as mutually reinforcing. Scholarship can identify problems in doctrine; practice can reveal their real-world consequences; and teaching can prepare lawyers to address those problems more effectively.

16. How has your scholarship and work in contract law been recognized within the academic and legal communities?

My scholarship has increasingly created opportunities for engagement and recognition within academic and legal communities. I presented my research on comparative contract law and force majeure at academic conferences, where I discussed the work with scholars in the field, and my article examining the French and American approaches to force majeure has been accepted for publication in the South Carolina Journal of International Law & Business.

My work has also extended into legal education. At Boston University School of Law, I co-taught Contract Drafting and was invited to contribute as a guest lecturer in Negotiation, bringing my transactional experience and comparative perspective into the classroom.

As I continue developing this research agenda, I hope to deepen that engagement through publication, scholarly exchange, and continued participation in academic and professional legal communities.

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Interview

From Commercial Practice to Comparative Contract Law Scholarship: A Conversation with Folake Atchade

Published

on

  1. Can you tell us about your professional journey and what brought you to legal academia in the United States?
    My professional path has spanned different legal systems and dimensions of legal practice. I received my initial legal education in France and began my career in commercial practice, spending nearly five years as in-house counsel for a financial institution. My work involved negotiating and drafting commercial financing agreements and advising on contractual and transactional matters.
    After moving to the United States, I earned an LL.M. from Boston University School of Law. I later returned to Boston University School of Law as a Visiting Assistant Professor, where I taught Contract Drafting and served as a guest lecturer in Negotiation, and I was admitted to practice in New York and Massachusetts.
    That combination of transactional practice, dual legal training, and teaching ultimately shaped my scholarly interests. I became particularly interested in how legal systems allocate contractual risk and how differences in legal doctrine affect parties when circumstances change dramatically after a contract is formed.
  2. What is the central focus of your scholarship?
    My research primarily focuses on contract law, comparative contract law, and the allocation of contractual risk in the context of extraordinary events.
    One question that particularly interests me is what happens when circumstances change fundamentally after the parties enter into an agreement. The COVID-19 pandemic illustrated the practical importance of that question. Businesses suddenly faced government shutdowns, supply-chain disruptions, labor shortages, and other circumstances that made contractual performance impossible or substantially more difficult.
    My scholarship examines how American contract law responds to those situations and allocates risks, and compares that response with the French legal framework, particularly the codified doctrine of force majeure.
    More broadly, I am interested in how contract law can preserve commercial predictability and freedom of contract while providing sufficiently clear rules for circumstances that parties cannot reasonably anticipate or control.
  3. Why compare French and American contract law?
    Comparative law provides an opportunity to question assumptions that can become almost invisible when we study only one legal system.
    France and the United States offer a particularly interesting comparison because they approach contract law from different legal traditions. French law provides a statutory definition of force majeure in Article 1218 of the Civil Code, whereas American law addresses similar problems through a combination of contract language and common-law doctrines such as impossibility and impracticability.
    I am not interested in arguing that one legal system should simply copy the other. Rather, comparison allows us to identify the advantages and limitations of each approach and ask whether particular features could improve predictability, risk allocation, and judicial administration in another system.
  4. Why is force majeure still important now that the COVID-19 emergency has passed?
    Because COVID-19 exposed a much broader contractual problem.
    The next systemic disruption need not be another pandemic. Businesses increasingly operate in an environment affected by geopolitical conflict, natural disasters, supply chain disruptions, government restrictions, technological disruptions, and other events that can interfere with contractual performance.
    The fundamental legal question remains the same: Who should bear the risk when an extraordinary event disrupts performance?
    That question has consequences not only for litigation after a crisis occurs, but also for how lawyers draft contracts beforehand. Clearer legal rules can affect bargaining, pricing, insurance, contractual drafting, and ultimately transaction costs.
  5. Recent tariff changes have created uncertainty for businesses operating under existing contracts. How does that connect with your research on force majeure and contractual risk?
    Tariffs illustrate the broader problem at the center of my research: how contract law allocates the risk of extraordinary changes after parties enter into an agreement.
    Imagine a business that enters into a long-term supply contract at a fixed price and subsequently faces a substantial new tariff on an essential imported component. Performance may still be possible, but the transaction’s economics may change dramatically. That raises an important question: who should bear that additional cost?
    The answer may depend first on the contract itself, whether the parties addressed tariffs, changes in law, price adjustments, or governmental actions. But when the agreement does not clearly allocate that risk, the uncertainty exposes the importance of the background legal rules.
    That is where tariffs connect directly with my research. I am interested in whether contract law provides sufficiently predictable rules for allocating extraordinary risks while still respecting the parties’ freedom to allocate those risks differently through their agreements.
  6. Can a new tariff constitute force majeure, and might French and American law approach that problem differently?
    A new tariff does not automatically constitute force majeure. That distinction matters because an event that makes performance significantly more expensive (usually characterized as hardship) is not the same as an event that prevents performance (impossibility of performance).
    Under American law, much depends on the contract language and the governing law. A court may examine whether the force majeure clause encompasses governmental action or changes in law, whether the parties allocated tariff risk elsewhere in the agreement, and whether doctrines such as impossibility or impracticability are potentially relevant.
    French law offers an interesting comparison because Article 1218 of the Civil Code codifies force majeure, while Article 1195 separately addresses imprévision, or changed circumstances, where an unforeseeable change makes performance excessively onerous for a party that did not accept that risk. A tariff that primarily changes the economic burden of performance therefore raises an especially interesting question about the distinction between force majeure and hardship. In addition, absent a provision allocating this risk in the agreement, French law does not recognize an event as force majeure if it was foreseeable at the time of contracting because it had previously occurred.
    Comparing the two systems does not necessarily tell us that one approach is superior. Instead, it helps illuminate a broader question at the center of my scholarship: whether clearer distinctions among force majeure, impossibility, impracticability, and hardship could improve predictability in American contract law while preserving freedom of contract.
  7. What have you identified as one of the difficulties with the American approach?
    One difficulty is fragmentation.
    American law lacks a single, comprehensive statutory force majeure doctrine applicable to contracts generally. Parties often depend heavily on the language of their agreements and overlapping doctrines such as impossibility, impracticability, and frustration of purpose. Although the doctrine of impossibility serves as the functional equivalent of force majeure in American law, its relationship with contractual force majeure clauses, commercial impracticability, and frustration of purpose has become increasingly blurred. The result is a body of law characterized by inconsistent judicial reasoning and diminished predictability.
    The solution proposed in my research paper is not to adopt an entirely new doctrine but to codify an existing one. Codification would provide a uniform legal framework that defines force majeure, clarifies its relationship with existing doctrines, and establishes consistent standards for its application.
  8. Does that mean you believe the United States should simply adopt the French model?
    No. Comparative scholarship is most useful when it avoids that type of assumption.
    French law has its own complexities and limitations. The important question is not whether French law is categorically “better,” but what the American system can learn from another mature legal system that has made different institutional choices.
    For example, codification can increase accessibility and provide a common doctrinal starting point. At the same time, excessive rigidity may prevent courts from responding appropriately to unusual circumstances.
    The challenge is finding the appropriate balance among predictability, flexibility, freedom of contract, transaction costs, and judicial administrability.
  9. How did your experience as in-house counsel influence this research?
    It profoundly influenced the questions I ask.
    As in-house counsel, I saw contracts as more than abstract legal documents. They allocated real economic risks between businesses. Negotiating financing arrangements required thinking prospectively about what could go wrong, which party should bear which risks, and how to reflect that allocation in the contractual language.
    That experience continues to influence my scholarship. When I examine a doctrine, I am interested not only in what courts say after a dispute has occurred but also in how the rule affects lawyers and businesses when they structure transactions before a dispute exists.
  10. How does your scholarship influence your teaching?
    I see teaching, scholarship, and practice as closely connected.
    When co-teaching Contract Drafting, I want students to understand that drafting is not simply about producing elegant language. A transactional lawyer must identify risks, determine how to allocate those risks, understand the client’s objectives, anticipate potential disputes, and translate those decisions into precise contractual provisions.
    My comparative background also allows me to encourage students to question why a particular legal rule exists rather than simply memorize it. Looking at another legal system can reveal that rules we sometimes regard as inevitable are, in fact, policy and institutional choices.
  11. What does your international background contribute to your work as a scholar?
    It allows me to move between legal traditions and understand legal problems from multiple institutional perspectives.
    Having studied and worked within a civil-law environment before developing my academic and professional career in the United States, I have experienced firsthand how lawyers trained in different systems conceptualize similar contractual problems differently.
    That perspective is particularly valuable in commercial law because modern transactions are often cross-border. Lawyers need to understand not only the law governing a transaction but also how counterparties from different legal traditions may approach concepts such as contractual interpretation, good faith, hardship, and force majeure.
  12. What do you hope your scholarship will contribute to American contract law?
    I hope it contributes to a broader discussion about how American contract law should respond to systemic disruption.
    Rather than treating extraordinary events as isolated anomalies, I think contract scholars and practitioners should consider how legal rules influence risk allocation before, during, and after major disruptions.
    My objective is to examine whether aspects of comparative law can help develop rules that provide greater predictability while preserving contractual autonomy and appropriate flexibility.
    Ultimately, good contract law should help parties understand the consequences of their agreements before disputes arise, not merely give courts tools to resolve disputes afterward.
  13. What are the broader implications of this research for businesses and practicing lawyers?
    The implications are quite practical.
    When the law is uncertain, lawyers may respond by drafting increasingly detailed provisions to address potential contingencies. That can increase transaction costs, and even very sophisticated contracts cannot anticipate every possible event.
    Conversely, clear default rules can provide a background against which parties negotiate. Parties who prefer a different allocation of risk can still contract around appropriate default rules where the law permits.
    That is why questions about force majeure and contractual risk are not merely theoretical. They affect contract drafting, negotiation strategy, pricing, litigation risk, and commercial planning.
  14. Where do you see your research developing next?
    My broader research agenda examines how contract law allocates risk in increasingly complex and standardized commercial environments.
    Force majeure provides one important entry point, but similar questions arise with boilerplate provisions, standardized agreements, technological contracting, and potentially AI-assisted contract formation and drafting.
    I am interested in examining how contract law can maintain predictability and freedom of contract while responding to changes in the way agreements are negotiated, drafted, and performed.
  15. What perspective does your combination of transactional practice and comparative legal training bring to American contract-law scholarship?
    I hope to contribute a perspective that combines comparative scholarship, transactional experience, and practical legal education.
    My professional experience taught me how contractual rules operate inside actual commercial relationships. My comparative background allows me to examine those rules across legal systems. Teaching also gives me the opportunity to translate both perspectives for the next generation of lawyers.
    I see those dimensions as mutually reinforcing. Scholarship can identify problems in doctrine; practice can reveal their real-world consequences; and teaching can prepare lawyers to address those problems more effectively.
  16. How has your scholarship and work in contract law been recognized within the academic and legal communities?
    My scholarship has increasingly created opportunities for engagement and recognition within academic and legal communities. I presented my research on comparative contract law and force majeure at academic conferences, where I discussed the work with scholars in the field, and my article examining the French and American approaches to force majeure has been accepted for publication in the South Carolina Journal of International Law & Business.
    My work has also extended into legal education. At Boston University School of Law, I co-taught Contract Drafting and was invited to contribute as a guest lecturer in Negotiation, bringing my transactional experience and comparative perspective into the classroom.
    As I continue developing this research agenda, I hope to deepen that engagement through publication, scholarly exchange, and continued participation in academic and professional legal communities.
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Interview

INTERVIEW:Tinubu’s Tax Reform Bills Are The Best For Nigeria Now-Mikko

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Honorable Bernard Mikko, a former member of the House of Representatives from Ogoni, Rivers State from 1999-2003 spoke to ourcorrespondent the merits of the Federal Governments fiscal and economic policies, especially the controversies surrounding the tax reform bills.
Excerpts:

  1. The Federal Government has introduced far reaching economic reforms, the latest being the four tax reform bills, which seems to be generating controversies, what is your take on the fiscal and economic policies of the Tinubu administration generally?

(1)The Federal Government is an APC government that succeeded itself. From President Muhammadu Buhari to President Ahmed Bola Tinubu. They both campaigned on the change mantra, and the president vowed to continue from where his predecessor stopped. After sixteen years of the PDP administration, Nigerians were desperately in the mood for change. Including the change of economic, social, and political well-being of the people. The APC touted itself as that agent of change. Politics and political leadership set economic renewals and growth, even as the former dwindles, while the latter will still be subsisting. Change, they say, is inevitable in an active society. The tax reform bill is a major policy instrument for socio-economic change. It defines the essence of commitment to our unity, political development, and economic growth. As you know change anywhere in the world comes with innitial pains, apprehension and fear, it creates anxiety and generates controversies, sometimes founded on primordial identities and filial pieties and cleavages, particularly in diverse and multi racial societies like Nigeria. Interestingly, controversy is the nature of politics, and expectedly so in Nigeria, with the introduction of the four tax reform bills as a measure of the fiscal policy of the new administration of President Ahmed Bola Tinubu

  1. Let us talk about the tax reform bills in particular. Would you say they are timely, given the socio- economic realities of the country?
    (2) Nigeria inherited a colonial administration based imperial adventure and exploitation. Economic development and social welfare weren’t on the agenda of the colonial regime. Since 1933, there hasn’t been any major tax reform or fiscal policy that will put Nigeria on the path of economic growth and development. So, the reform isn’t only timely but long overdue. With hindsight, there could be no other time than now as time waits for no one. Anytime is God’s time.
  2. But some sections of the country expressed reservations about the bills, alleging that they were targeted to estrange them. Taking a critical look at the bills, is it possible that any one of them may tend to target a particular section of the country?
    (3) The so-called reservations expressed by some sections of the country are generally a symptom of the geopolitical nature of our country. Anytime the political leadership of the country is from one section, the opposite section appears to be nervous, sometimes in mischief. Looking at the gradients of the bills, I would say that the economy and the general well-being of the people are the target. But looking critically at the data from NBS provided by the Chairman of the Tax reform committee, Lagos and Rivers states appear to be on losing side, falling from over 80% threshold in the current tax regime to less than 15% in the envisaged fiscal policy administration. This is one of the sacrifices we have to make as a nation going forward, to be our brothers’ keeper in time of need and support.
  3. The Senate had earlier passed the bills for second reading, only to suddenly turn around and set up a committee that will study the bills’ advice on their desirablility or not. As a former lawmaker, would you say the manner with which the bills are being handled are procedurally correct?

(4) The suspension of legislative action on bills by the Senate is strange, authoritarian, and undemocratic. In civilised parliamentary debates, critical stakeholders will be encouraged to present their views , which would enable parliamentary committees to reach a near consensus or cause a vote on clause by clause basis. The Senate presiding officer acted in error by suspending further legislative action and abdicating her constitutional responsibility to the executive arm that formulated the bills and sent them to the National Assembly. In proper parliamentary procedures, once a bill is introduced and read for the second time, it can’t be suspended based on speculations or sentiments expressed outside the chambers but can be withdrawn by the president in consultation with the leadership of the National Assembly. As a politician with cognate parliamentary experience, if the Senate in particular or the National Assembly in general is unable to carry out their functions of law making and representation, let the bills be withdrawn for the executive to conduct a referendum on the desirability of taxation as a major policy item on exclusive list in our Constitution. In this context, states, principalities, and regional governments would be a position to determine their fiscal priorities based on their culture and socio-economic understanding.

  1. Given the contro easy the bills seem to be generating, what would you suggest as the best approach to solving this serming quagmire?

(5) Political debates in most times ignite tensions and controversy. Stakeholders should engage in healthy debate with empirical data to support their claims. Without data and facts, it’ll amount to speculation and mischief. My suggestions are:
(a) allow full parliamentary debates without hindrance in the National Assembly.

(b) If the National Assembly is unwilling to continue deliberation on the bills timeously( as in the case of the Petroleum Industry Bill that lasted over 20 years in the the National Assembly), the bills should be withdrawn, and the issue of taxation presented directly to the Nigerian people through a referendum, not through our representatives in the National Assembly.

  1. Some analysts feel that the general mood of the country could make President Bola Ahmed Tinibus re- election in 2027 suffer as a result of these bills in particular. Do you think that could be the case?

(6) The bait of possible scenarios in the next general election is highly speculative and apparently mischievous. It takes a committed and courageous leader to move a nation out of economic quagmire, and such decisions are unpopular and painful. Patriotic leaders make painful decisions and not smear campaigns that would be appreciated decades later. Our heritage and prosperity provide the foundation of our power, not docile followship, weak leadership, or a fragmented population.

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