This EDUCATION LAW series highlights the FOI principles that public schools must apply to commercial contracts. Whether in a faculty or student exchange, industrial exchange, service level agreements, vendor management contracts, project collaboration, intellectual property development, partnerships, study tours, industry visits, and other customary transactions.
Background
Following global best practices, The Federal Government of Nigeria enacted the Freedom of Information (FOI) Act in 2011.
FOI Act’s objectives are to make public records and information more freely available and accessible, protect public records and information in the public interest while balancing such public interests against data privacy demands, and protect serving public officers against the harsh effects of unauthorized disclosure of some official information.
Before 2011, public service and governance lacked transparency and information accessibility.
Kurd Credits, an edu lending company, partnered with Oloye University, a Federal Government-owned institution, to deepen students’ and the school’s access to tuition and project financing loans.
Although the parties’ contract had hefty confidentiality obligations with clear consequences, Oloye University’s external solicitors – a non-specialist education law team – failed to incorporate Oloye University’s FOI Act obligation into the agreement.
Admittedly, legal obligations to disclose confidential information override any confidentiality obligations.
However, the edu finance agreement required either party to inform the other party immediately before or after performing any legal obligation to disclose confidential information under the contract.
After the well-celebrated contract signing ceremony, Kurd Credit financed Oloye University’s waste management system, including human waste management.
Kurd Credits’ corporate communications team discovered through online media that Oloye University disclosed details of the waste management system project to Serap Nigeria ten months after the disclosure.
Kurd Credit is in Court contesting that Oloye University breached its confidentiality obligations under the edu finance agreement.
How Does the FOI Act Apply to Public Schools’ Commercial Contracts
We submit that the FOI Act eliminated the restricted frontiers of locus standi, which hindered the capacity to ensure fiscal responsibility in the public administration of resources and public governance.
The old norm required citizens, including CSOs (Civil Society Organizations), to prove their interest in the information that they wanted to access.
The FOI Act established the right of any natural or artificial person to access or request information, whether written or unwritten, which is in the custody or possession of any public official, agency, or institution.
The FOI Act applies to public schools’ commercial contracts such as:
- Files containing applications for any contract or agreements.
- Legal opinions.
- Any documents showing contractual data.
Exempted Information under the FOI Act
The FOI Act exempts personal information unless public interest outweighs the need to protect citizen’s privacy. Similarly, information at bothers on national security is heavily guarded and excluded under the FOI Act.
Indeed, citizens and legal residents in Nigeria can access most information for educational institutions, including specific details of commercial contracts.
Conclusion
Education law teams acting for public schools must proactively incorporate the FOI obligations in commercial contracts.
The contractual rule of legal notice following disclosure based on legal disclosure must be excluded or more intentionally complied with; otherwise, the public school will be liable to compensate the other party for negligent failure to notify the party.
SRJ Legal is an education law firm. We complement our education law practice with fintech and dispute (litigation). At the same time, we provide corporate counsel services to schools, education non-profits, alumni associations, regulators, and parent-teacher associations.
