LEGAL PRINCIPLE: CIVIL PROCEDURE — Jurisdiction — Territorial Jurisdiction — Residence of Corporation Determined by Place of Central Management and Control
PRINCIPLE STATEMENT
It has been judicially pronounced that the residence of a corporation is the place of its central management and control. This is normally the place where the Board of Directors functions or the place of business of the managing director or that of the parent company and not a branch office or liaison office.
RATIO DECIDENDI (SOURCE)
Per Musdapher, JSC, in Kraus Thompson Organisation Ltd v. University of Calabar (2004) NLC-1272000(SC) at pp. 13–14; Paras E–A.
"It has been judicially pronounced that the residence of a corporation is the place of its central management and control. This is normally the place where the Board of Directors functions or the place of business of the managing director or that of the parent company and not a branch office or liaison office."
EXPLANATION / SCOPE
A corporation resides where its central management and control is located. This is where the Board of Directors functions or the managing director operates. A branch office or liaison office does not constitute residence. The principle applies to territorial jurisdiction in civil proceedings. The rule prevents forum shopping based on peripheral offices. The court must identify the true seat of corporate control to determine residence.