The Comprehensive Guide to Statutory Duties of a Project Consultant Under Nigerian Law

The landscape of project development in Nigeria is dynamic, marked by ambitious infrastructure initiatives, a burgeoning private sector, and a growing emphasis on sustainable practices. At the heart of these endeavors lies the project consultant – a crucial professional whose expertise guides projects from conception to completion. However, navigating the complexities of Nigerian law is paramount for these consultants, as their roles come with a myriad of statutory duties that, if neglected, can lead to severe legal and professional repercussions.

This comprehensive guide delves into the intricate web of statutory obligations that bind project consultants in Nigeria. From foundational contract law principles to specific professional regulations, environmental compliance, and ethical considerations, we aim to provide a detailed overview that sheds light on the multifaceted responsibilities borne by these essential professionals. Understanding these duties is not merely a matter of legal compliance; it is fundamental to risk mitigation, fostering professional integrity, safeguarding client interests, and ultimately, contributing to the responsible development of the nation.

Disclaimer: This blog post provides general information on the statutory duties of project consultants under Nigerian law. It is not intended as legal advice and should not be relied upon as such. Given the dynamic nature of legal provisions and the specificities of individual cases, readers are strongly advised to seek independent legal counsel from a qualified Nigerian legal professional for any specific legal concerns or decisions.

The Legal Framework: Pillars of Project Consulting in Nigeria

The duties of a project consultant in Nigeria are not derived from a single, overarching statute but rather from a tapestry of laws, regulations, and common law principles. These legal instruments collectively form the bedrock upon which the consultant-client relationship is built and define the parameters of professional conduct.

Overview of Relevant Nigerian Laws

The primary legal sources can be broadly categorized as follows:

Acts Establishing Professional Bodies: These are perhaps the most direct sources of statutory duties for specific consulting professions. They establish regulatory councils, define professional standards, mandate registration, and outline disciplinary procedures. Key examples include:
- Architects (Registration, etc.) Act (ARCON): This Act establishes the Architects Registration Council of Nigeria and governs the practice of architecture. It defines who can use the appellation “architect” and sets standards of knowledge and skill, maintaining a register of qualified professionals. Architects have statutory duties related to the preparation and supervision of architectural plans, ensuring structural integrity and compliance with building codes.
- Engineers (Registration, etc.) Act (COREN): The Council for the Regulation of Engineering in Nigeria (COREN) is established by this Act. It determines who qualifies as an engineer, sets standards, maintains a register, and regulates the practice of the engineering profession in all its aspects. Engineers’ statutory duties span design, supervision, and ensuring the safety and soundness of engineering works.
- Quantity Surveyors (Registration, etc.) Act (QSRBN): This Act establishes the Quantity Surveyors Registration Board of Nigeria, which regulates the training and practice of quantity surveying. Their duties typically involve cost management, valuation, and contractual advice on projects.
- Town Planners (Registration, etc.) Act (TOPREC): The Town Planners Registration Council of Nigeria regulates the profession of town planning, which involves duties related to urban and regional planning, land use, and development control.
- Environmental Health Officers (Registration, etc.) Act: While less direct for all project consultants, environmental health officers play a role in ensuring compliance with health and sanitation standards on project sites.
- Estate Surveyors and Valuers (Registration, etc.) Act: Relevant for consultants involved in property valuation and management.
General Contract Law Principles: At the core of any consultancy engagement is a contract. Nigerian contract law is largely based on English common law principles, which have been incorporated and adapted through local statutes and judicial precedents. The essential elements of a valid contract – offer, acceptance, consideration, intention to create legal relations, capacity, and legality of purpose – are fundamental. These principles imply various duties, such as the duty to perform services with reasonable care and skill, and the duty to act in good faith.
Tort Law (Law of Civil Wrongs): The principle of negligence is particularly relevant here. A project consultant owes a duty of care to their client and, in some circumstances, to third parties who might be affected by their work. Breach of this duty, leading to foreseeable damage, can result in claims for professional negligence.
Environmental Laws: With increasing environmental awareness, statutes like the Environmental Impact Assessment (EIA) Act of 1992 and the National Environmental Standards and Regulations Enforcement Agency (NESREA) Act of 2007 impose significant duties on project consultants, especially those involved in projects with potential environmental impact. These duties range from conducting EIAs to adhering to environmental standards and obtaining necessary permits.
Health and Safety Legislation: While Nigeria’s comprehensive occupational health and safety legislation is still evolving, the Factories Act Cap F1 LFN 2004 (though somewhat dated) and various state-level regulations and guidelines impose duties on employers and, by extension, consultants involved in ensuring a safe working environment on construction sites. Emerging bills and regulations aim to provide a more robust framework.
Public Procurement Act (PPA) 2007: For projects involving public funds, the PPA 2007 is a critical statute. It sets out detailed procedures for the procurement of goods, works, and services, including consultancy services. Consultants engaged in public projects have statutory duties to comply with the PPA’s provisions regarding transparency, competition, and accountability.
Other Sector-Specific Regulations: Depending on the nature of the project (e.g., oil and gas, telecommunications, mining), additional sector-specific laws and regulations may impose further duties on project consultants.

Core Statutory Duties of a Project Consultant

The specific statutory duties of a project consultant are manifold and often overlap, deriving from the interplay of the legal framework described above. These duties generally revolve around competence, compliance, loyalty, and proper administration.

A. Duty of Care and Professional Competence

This is a cornerstone duty for any professional, including project consultants. It is primarily derived from common law principles of professional negligence and reinforced by the specific acts establishing professional bodies.

Obligation to Exercise Reasonable Skill and Care: A project consultant is obligated to exercise the degree of skill and care that a reasonably competent member of their profession would exercise in similar circumstances. This is not a duty to achieve perfection, but rather to perform their services diligently and competently. The standard applied by Nigerian courts often mirrors the “Bolam test” (from Bolam v. Friern Hospital Management Committee), where a professional is not negligent if they acted in accordance with a practice accepted as proper by a responsible body of medical men skilled in that particular art (adapted for other professions). This means the consultant must possess and apply the knowledge and expertise expected of their peers.
Competence and Due Diligence: Before accepting an engagement, a consultant has a duty to ensure they possess the necessary qualifications, experience, and resources to undertake the project competently. This includes conducting reasonable due diligence on the project’s scope, risks, and client’s requirements. Failure to assess one’s own competence or to conduct adequate due diligence before commencing work can be a breach of this duty.
Staying Abreast of Developments: The world of project management and related fields is constantly evolving, with new technologies, methodologies, and best practices emerging regularly. Professional bodies in Nigeria often mandate Continuous Professional Development (CPD) for their registered members. This statutory requirement ensures that consultants remain updated with the latest knowledge, skills, and industry standards, thereby maintaining their competence.
Consequences of Breach: A breach of the duty of care can lead to claims of professional negligence. If a client suffers financial loss or other damages as a direct result of the consultant’s failure to exercise reasonable skill and care, the consultant can be held liable for damages.

B. Duty to Comply with Laws, Regulations, and Standards

Project consultants operate within a highly regulated environment. Their designs, advice, and supervision must strictly adhere to all applicable laws, regulations, and industry standards. This duty is derived from various specific acts and general principles of legality.

Building Codes and Regulations: In Nigeria, various building codes and regulations exist at federal and state levels (e.g., the National Building Code, Lagos State Urban and Regional Planning and Development Law). Architects, engineers, and other relevant consultants have a statutory duty to ensure that their designs and the execution of works comply with these codes regarding structural integrity, fire safety, accessibility, and general building standards. Non-compliance can lead to stop-work orders, demolition, fines, and professional disciplinary action.
Environmental Laws:
- Environmental Impact Assessment (EIA) Act of 1992: For projects listed in the Schedule to the EIA Act (e.g., large-scale industrial projects, infrastructure development), a comprehensive Environmental Impact Assessment is mandatory. Project consultants involved in such projects have a statutory duty to conduct or ensure that a proper EIA is carried out, submitted to the Federal Ministry of Environment, and approved. This involves identifying potential environmental impacts, proposing mitigation measures, and developing environmental management plans. Failure to comply can result in project suspension, fines, or even imprisonment.
- NESREA Act 2007: This Act empowers the National Environmental Standards and Regulations Enforcement Agency to enforce environmental standards, guidelines, and regulations. Consultants must ensure that project activities comply with specific environmental standards related to waste management, air quality, water pollution, noise control, and biodiversity protection as stipulated by NESREA regulations.
Health and Safety Regulations: Consultants, particularly those involved in design and supervision, have a responsibility to incorporate health and safety considerations into their work. While a comprehensive Occupational Safety and Health Act is still awaited, existing provisions (like parts of the Factories Act) and general common law duties require consultants to ensure that their designs are safe to construct, maintain, and use, and that appropriate safety measures are implemented on-site. This includes identifying hazards, assessing risks, and advising on control measures to protect workers and the public.
Planning Laws: Adherence to urban and regional planning laws is crucial. Project consultants involved in master planning, land use conversion, or building design must ensure that proposed developments comply with zoning regulations, land use plans, and obtain all necessary planning permits and approvals from relevant planning authorities. Ignorance of these laws is no excuse.
Specific Industry Standards: Beyond statutory regulations, various industries adopt specific technical standards (e.g., Nigerian Industrial Standards (NIS), ISO standards). Consultants are expected to adhere to these recognized standards to ensure quality, interoperability, and safety.

C. Duty of Loyalty and Fiduciary Duty

While not always explicitly statutory in nature, the duty of loyalty and fiduciary duty are deeply embedded in professional ethics and are often implied in consultancy contracts, becoming legally enforceable. Professional bodies’ codes of conduct strongly emphasize these duties.

Acting in the Client’s Best Interest: A project consultant is expected to act solely in the best interests of their client, providing unbiased advice and making decisions that benefit the project and the client’s objectives.
Confidentiality: Consultants handle sensitive project information, financial data, and proprietary designs. They have a strict statutory and ethical duty to maintain the confidentiality of this information, both during and after the engagement, unless disclosure is required by law or the client’s express consent.
Disclosure of Conflicts of Interest: Any situation that could potentially compromise a consultant’s independent judgment or create a conflict between the consultant’s interests and the client’s interests must be fully disclosed to the client. This includes, for instance, financial interests in a contractor or supplier connected to the project. Failure to disclose can lead to contract termination and claims for damages.
Prohibition Against Secret Profits/Bribes: Consultants are prohibited from accepting any secret commissions, bribes, or undeclared benefits from third parties in connection with the project. Such actions constitute a serious breach of fiduciary duty and can have criminal consequences under anti-corruption laws.

D. Duty to Advise and Inform

A key role of a project consultant is to provide expert guidance. This entails a proactive duty to advise and inform the client on all relevant aspects of the project.

Providing Sound and Timely Advice: Consultants must offer competent, accurate, and timely advice that assists the client in making informed decisions. This includes technical advice, cost implications, scheduling, and potential legal or regulatory hurdles.
Warning of Risks: An essential aspect of professional advice is identifying and communicating potential risks to the client. This includes technical risks (e.g., design flaws, material suitability), financial risks (e.g., cost overruns), legal risks (e.g., non-compliance issues), and environmental risks. The consultant should explain these risks clearly and propose mitigation strategies.
Accurate Representation: All advice, reports, certifications, and representations made by the consultant must be accurate, truthful, and based on sound professional judgment and verifiable data. Misrepresentation, whether intentional or negligent, can lead to liability.
Documentation and Reporting: Consultants have a duty to maintain proper records of all project activities, communications, decisions, and progress. Regular and comprehensive reports to the client are essential for transparency, accountability, and tracking project performance.

E. Duty to Supervise and Administer

For consultants involved in the construction phase (e.g., architects, structural engineers, quantity surveyors acting as contract administrators), supervision and contract administration are critical statutory duties.

Supervision of Works: Architects and engineers typically have a duty to supervise the construction works to ensure they are carried out in accordance with the approved designs, specifications, and quality standards. This duty requires periodic site visits, inspections, and issuing instructions to the contractor. The level of supervision required often depends on the contract terms but must always meet a professional standard of care.
Contract Administration: Quantity surveyors often play a key role in contract administration, which involves managing variations to the contract, certifying interim and final payments to contractors, assessing claims, and assisting in resolving disputes between the client and contractor. In many standard forms of contract used in Nigeria (e.g., FIDIC, JCT, NSE Conditions of Contract), the consultant acts as an impartial arbiter in certain situations.
Issuance of Certificates: The accurate and timely issuance of certificates (e.g., practical completion certificates, final completion certificates, payment certificates) is a crucial duty. These certificates have significant legal and financial implications for both the client and the contractor, and they must be issued based on diligent assessment of the works.

F. Duties Under the Public Procurement Act (PPA) 2007

For consultants working on public sector projects funded by the Federal Government of Nigeria, the Public Procurement Act 2007 imposes stringent statutory duties. Many states also have similar procurement laws.

Compliance with Procurement Procedures: Consultants must understand and strictly adhere to the detailed procedures outlined in the PPA for the selection and engagement of consultants. This includes requirements for competitive bidding, transparent evaluation criteria, and contract award processes.
Transparency and Accountability: The PPA emphasizes transparency and accountability in all public procurement activities. Consultants involved in public projects have a duty to operate with the highest levels of integrity, avoiding any fraudulent or corrupt practices.
Due Diligence in Bidding/Proposals: Consultants submitting bids or proposals for public projects must ensure that their submissions are accurate, truthful, and reflect their genuine capabilities and costs. Misrepresentation in a bid can lead to disqualification and legal penalties.

Liabilities and Consequences of Non-Compliance

A breach of statutory duties or professional obligations can expose project consultants to significant liabilities, with consequences ranging from financial penalties to professional de-registration and even criminal charges.

Professional Negligence Claims: This is one of the most common forms of liability. If a consultant’s breach of their duty of care causes financial loss to the client (or a third party), they can be sued for damages. The client would need to prove that a duty of care existed, that the consultant breached that duty, that the breach caused the loss, and that the loss was not too remote.
Breach of Contract: If the consultant fails to perform their services as stipulated in the consultancy agreement, they can be held liable for breach of contract. Remedies for the client could include monetary damages (to put the client in the position they would have been in had the contract been performed), specific performance (though rare in consultancy contracts), or termination of the contract.
Disciplinary Actions by Professional Bodies: All registered professional bodies in Nigeria have disciplinary tribunals and investigating panels established under their respective Acts. If a consultant is found guilty of unprofessional conduct, negligence, or a breach of their professional code of ethics, they can face severe sanctions, including:
- Fines.
- Suspension of their license to practice for a specified period.
- De-registration (striking off the professional register), which effectively bars them from practicing their profession in Nigeria.
- Reprimand or censure.
Criminal Liability: In cases of gross negligence, willful non-compliance with environmental laws (leading to significant pollution or harm), fraudulent practices, or corruption, a project consultant could face criminal charges, leading to imprisonment and/or substantial fines. For example, violations of the EIA Act can carry criminal penalties.
Reputational Damage: Beyond legal and financial penalties, a breach of duties can severely damage a consultant’s professional reputation. This can lead to a loss of trust, difficulty in securing future engagements, and long-term career repercussions.

Risk Mitigation Strategies for Project Consultants

Given the extensive nature of statutory duties and potential liabilities, project consultants in Nigeria must adopt robust risk mitigation strategies.

Robust Contracts: The consultancy agreement is the primary document governing the relationship between the consultant and the client. It must be clear, comprehensive, and legally reviewed. Key elements include a precise scope of work, clearly defined deliverables, payment terms, clauses on intellectual property, limitation of liability, dispute resolution mechanisms, and termination provisions. A well-drafted contract can help manage expectations and allocate risks.
Professional Indemnity Insurance (PII): PII is a critical safeguard. It provides financial protection to consultants against claims of professional negligence, errors, or omissions in their work. Many professional bodies in Nigeria strongly recommend or mandate PII for their members. Adequate PII coverage is essential for protecting the consultant’s assets and ensuring compensation for clients in the event of a valid claim.
Continuous Professional Development (CPD): Beyond being a statutory requirement, proactive engagement in CPD is a vital risk mitigation strategy. Staying updated on changes in laws, regulations, building codes, industry standards, and technological advancements ensures that consultants maintain the highest level of competence and are aware of evolving duties.
Clear Communication and Documentation: Maintaining meticulous records of all communications, meetings, instructions, decisions, approvals, and site observations is paramount. Thorough documentation provides an audit trail and can be crucial evidence in the event of a dispute or negligence claim. Clear and consistent communication with the client and other project stakeholders helps manage expectations and prevent misunderstandings.
Adherence to Ethical Guidelines: Upholding the highest standards of integrity, objectivity, and professional ethics, as outlined by their respective professional bodies, is fundamental. Ethical conduct builds trust, reduces the likelihood of conflicts of interest, and enhances a consultant’s credibility.
Legal Counsel: When faced with complex legal questions, potential conflicts, or disputes, project consultants should promptly seek expert legal advice from qualified Nigerian lawyers specializing in construction and contract law. Proactive legal counsel can help navigate tricky situations and prevent escalation of issues.

Conclusion

The role of a project consultant under Nigerian law is multifaceted, demanding not only technical expertise but also a profound understanding of a complex legal and regulatory environment. The statutory duties imposed on these professionals are designed to ensure competence, protect public interest, promote responsible development, and safeguard client investments. From the fundamental duty of care to the stringent requirements of environmental and procurement laws, every aspect of a consultant’s work is underpinned by legal obligations.

Compliance with these duties is not merely a legalistic formality; it is integral to the project consultant’s professional integrity, reputation, and long-term success. By diligently adhering to the legal framework, embracing ethical practices, and implementing robust risk management strategies, project consultants can navigate the intricacies of Nigerian law with confidence, thereby contributing significantly to the sustainable growth of Nigeria’s infrastructure and development sector. Ultimately, a well-informed and legally compliant project consultant stands as a cornerstone of responsible and successful project delivery in Nigeria.

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