You Paid. You Built. You Live There. But Do You Actually Own That Land: The Governor’s Consent Requirement and Its Consequences for Nigerian Property Owners -By Echoga Caleb and Benedicta Sosuo Etanabene

Introduction

There is a quiet legal crisis running through Nigeria’s property market, and it sits in the gap between what people believe they own and what the law actually recognises. Every day, Nigerians complete land transactions money changes hands, deeds are signed, receipts collected without satisfying the one requirement that gives the transaction legal force. That requirement is the consent of the Governor, mandated by Section 22 of the Land Use Act 1978 and backed, without ambiguity, by over four decades of judicial authority.

In this piece, we will examine what Governor’s Consent is, the legal consequences of transacting without it, the Supreme Court’s settled position on the matter, and the practical gaps that continue to expose Nigerian property buyers to risk, including in the context of inherited and family land. It also considers the current legislative pressure on the Land Use Act and what meaningful reform would require.

Background

The Land Use Act was promulgated by a military decree in 1978 and subsequently entrenched in the 1999 Constitution. A placement that has made it extraordinarily difficult to amend. Its central premise was a radical restructuring of land ownership: all land in each state of the federation was vested in the Governor, to be held in trust for the benefit of Nigerians. What individuals hold under the Act is not ownership in the classical sense. It is a right of occupancy, statutory or customary  which may be granted, regulated, and in certain circumstances revoked by the state.

This restructuring had consequences that are still working themselves out in courts across the country.

Chief among them is the requirement that any transfer of a statutory right of occupancy must receive gubernatorial approval before it is legally valid. The Act did not treat this as an administrative formality. It treated it as a condition of validity. And the courts have consistently given effect to that intention.

The Legal Framework: Sections 21–22 Land Use Act 1978

Sections 21 and 22 of the Land Use Act set out the consent requirement in clear terms. Section 21 governs customary rights of occupancy, requiring the consent of the appropriate local government authority. Section 22, which applies to statutory rights of occupancy granted by the Governor, provides that it shall not be lawful for the holder to alienate  whether by assignment, mortgage, transfer of possession, sublease, or sub-underlease  without the consent of the Governor first had and obtained.

The categories of alienation covered by Section 22 are deliberately broad. Selling a property triggers it. Mortgaging a property triggers it. Even subleasing for a term exceeding one year triggers it. The Act draws no distinction based on the value of the transaction, the identity of the parties, or how long the original holder has occupied the land. Section 26 supplies the consequence: any transaction purported to be made in contravention of these provisions shall be null and void.

How Section 26 Shapes the Argument

The precise legal effect of Section 26 has not always been straightforward in application. The earlier judicial approach gave it its plain meaning which is that a transaction without Governor’s Consent simply did not exist at law. The Supreme Court confirmed this in the landmark decision of Savannah Bank (Nigeria) Ltd v. Ajilo, holding that the failure to obtain consent renders a purported alienation void and incapable of conferring title on the other party.

Later decisions have introduced qualification. In UBN Plc v. Astra Builders (W.A.) Ltd, the court recognised that a transaction without Governor’s Consent may nonetheless vest equitable interests in the purchaser analogous to the position of a holder of an unregistered but registrable instrument. But equitable interest is not legal title, and the distinction is not academic.

Equitable interest cannot be mortgaged against with the same ease as a perfected legal title. It is more difficult to defend in court against a competing claim from a third party who has taken steps to obtain consent and register their interest. And it does not protect a buyer from the most common risk in the Nigerian property market; double sale. Where a seller disposes of the same land to two buyers and one perfects title before the other, the perfected title will almost invariably prevail.

Judicial and Comparative Context

The courts have consistently declined to reward parties who benefit from a transaction and then seek to escape its obligations by invoking the absence of consent as a shield. In Adedeji v. National Bank, a mortgagor defaulted and then argued the mortgage was void for want of Governor’s Consent. The court dismissed the argument sharply, noting that a party who benefitted from a transaction cannot invoke a technicality they themselves were obliged to satisfy.

The contrast with South African land law is instructive. Under the Deeds Registries Act of 1937, consent requirements for property transfers are administered through standardised deeds offices with defined timeframes and a digitised registration process. The bottleneck that exists in Nigerian practice  at the Governor’s office, subject to the pace and priorities of individual state land registries has no equivalent in comparable common law jurisdictions.

The cost dimension compounds the problem. Obtaining Governor’s Consent attracts fees ranging from 3% to 5% of the assessed value of the property, in addition to Capital Gains Tax, Stamp Duty, and registration charges. On a ₦30 million property, the total cost of perfection can exceed ₦2 million. For buyers who have already stretched to acquire the land, that outlay is deferred sometimes permanently.

The Bigger Picture

The most common misconception in Nigerian property transactions is that signing a deed of assignment completes the sale. It does not. The deed is evidence of a contractual agreement to transfer. Governor’s Consent is what converts that agreement into a legally recognised transfer of title. Without it, the buyer holds a claim, not a title.

This has particular force for inherited property. Many Nigerian families assume that land passes automatically to heirs upon the death of the owner, particularly under customary arrangements where land has remained within a family for generations. The Land Use Act does not recognise this assumption. A transfer by inheritance requires consent, just like any other transfer. A family that has occupied land for thirty years without regularising succession holds thirty years of physical possession but no perfected legal title in any heir’s name.

The Federal Government’s inauguration of Land Reform Task Teams in late 2025, and the growing legislative discussion around removing the Land Use Act from constitutional entrenchment, reflect genuine acknowledgement of the problem. The Nigerian Institution of Estate Surveyors and Valuers has consistently called for the Act’s removal from the Constitution, which would allow amendment as ordinary legislation and make the consent and compensation provisions easier to modernise. Until that happens, the law remains as written and the burden remains squarely on the buyer.

Conclusion

Governor’s Consent is not a bureaucratic inconvenience. It is the difference between owning land and merely occupying it. The Supreme Court settled this decades ago, and the courts have held the line since. What has not kept pace is public understanding particularly among individual buyers, families navigating succession, and developers who treat the deed of assignment as the end of the transaction rather than the beginning of the legal process.

The prudent course, whether the purchase was made last year or in 1995, is to perfect the title. The process is slow. It is not cheap. But unperfected land cannot be freely mortgaged, cannot be confidently defended against a competing title, and cannot be passed to the next generation with any legal certainty. The deed of assignment in the drawer is a record of a contract. Governor’s Consent is what makes that contract mean something in law.

References

1. Land Use Act 1978, Cap L5, LFN 2004, ss 21, 22, 26
2. Savannah Bank (Nigeria) Ltd v. Ajilo (1987) 2 NWLR (Pt 56) 255 (SC)
3. UBN Plc v. Astra Builders (W.A.) Ltd (2010) NWLR (Pt 1186) 1
4. Adedeji v. National Bank of Nigeria Ltd (1976) ANLR 69
5. International Textile Industries Nigeria Ltd v. Aderemi (1999) 8 NWLR (Pt 614) 268 (SC)
6. Deeds Registries Act 47 of 1937 (South Africa)

AUTHORS:

Echoga Nicholas Caleb

Echoga Caleb is a Partner at Chayfiled Law Practice where he also doubles

as the Team Lead of the firm’s Corporate and Commercial Law Practice.

Caleb is a transactional attorney also having solid expertise in commercial litigation which

has seen him advise and represent diverse clients in a plethora of transactions. Beyond

his interest in law, Caleb is an avid reader and an excellent table tennis player.

Benedicta Sosuo Etanabene

Benedicta is an associate at Chayfield Law Practice and a solid member of the Firm’s

Corporate and Commercial Practice. She equally has commendable expertise in criminal law and human rights law.