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Chukwuemeka A. Nnabuife ACIS
INTRODUCTION
The relationship between landlords and tenants is a critical aspect of property law, particularly in urban centers like Lagos, Nigeria, where rental housing dominates the real estate market. One significant area of contention in this relationship is the issue of tenant improvements on rented property—alterations, additions, or enhancements made by the tenant to improve the premises. The Lagos State Tenancy Law 2011 (hereinafter referred to as "the Law") provides a legal framework to regulate such matters, balancing the rights and obligations of both parties.
UNDERSTANDING THE LANDLORD AND TENANT
A tenant in lawful occupation after the expiration of the first tenancy term according to the provisions of this law or a tenant renewing an existing tenancy following an expired term of years is termed "sitting tenant".
Landlord, concerning any premises, means the person entitled to the immediate reversion of the premises or if the property is held in joint tenancy or tenancy in common, any of the persons entitled to the immediate reversion and includes; the attorney, solicitor, agent or caretaker of any such landlord, any person receiving (whether in his own right or as an attorney or agent) any rent from any person for the occupation of any premises in respect of which he claims a right to receive the same or a former landlord where the context so requires.
UNDERSTANDING THE RIGHTS AND OBLIGATIONS OF A LANDLORD.
The following rights and obligations of a landlord by Ramos (2020) [1] in Nigeria.
a). Right to own immovable property in any part of Nigeria; this is a constitutional right of every citizen in the country. The tenant having admitted the landlord's ownership cannot deny him the same.
b). Right against compulsory acquisition of property; the law provides that no property can be compulsorily acquired from its owner without legal justification. The law gives the landlord the right to institute an action against the government if his land/premises is acquired for a public purpose and converted to another purpose.
c). The right to compensation; on the above right of the landlord, the government is under a legal obligation to compensate any landlord that his premise or land is acquired for a public purpose.
d). Right not to issue notice to quit; this right is of two folds; where it is not required under the law or where the landlord has decided not to eject the tenant. The first fold above includes a tenancy for a fixed term once the tenancy has been determined by effluxion of time.
e). Right to issue 7 days’ notice; this is a right desired to put the tenant on notice of the landlord repossession. It is seven (7) days written a notice of his intention to apply to recover possession either through the tenant personal vacation or court.
f). Rights to terminate the agreement after adequate notice.
g). Right to enter a lent property ; section 7(4) of the Lagos Law obliges the tenant to permit the landlord and his agents during the tenancy at all reasonable hours in the daytime after previous written notice, to view the condition of the premises and to effect repairs in necessary parts of the building.
h). Right to claim a mesne profit.
The obligations of the landlord are listed under section 8, subject to the tenancy agreement, as follows;
Not disturb the tenant's quiet and peaceable enjoyment of the premises.
Pay all rates and charges as stipulated by law.
Keep the premises insured against loss or damage.
Not terminate or restrict the use of a common facility or service for the use of the premises.
Not seize any item or property of the tenant or interfere with the tenant's access to his
personal property.
Effect repairs and maintain the external and common parts of the premises.
RIGHTS AND OBLIGATION OF THE TENANT
The following rights and obligations of a tenant by Ramos(2020) in Nigeria.
I. Latin maxim says that “quo scripti scripti”, what is written is written and another adds that, “quo scripti mante”; what is written remains. In the case of a tenancy for a fixed term, no notice to quit shall be required once the tenancy has been determined by effluxion of time. It determines the term or interest on any premises. where there is no stipulation as to the notice to be given by either party to determine the tenancy, the notice shall be a week’s notice for a tenant at will; one (1) month’s notice for a monthly tenant; three (3) months’ notice for a quarterly tenant; three (3) months’ notice for a half-yearly tenant; and six months’ notice for a yearly tenant.
II. The tenant may forfeit this right where he is in arrear of rent for a stipulated
period.
III. The right to a compulsory 7 days’ notice; this is a condition precedent to the legality and validity of the landlord's right of repossession. A default tenant may waive this right. A tenancy for a fixed term must be given 7 days’ notice even when his rent has been determined by efflux ion of time. This notice must be brought to the knowledge of the tenant by the landlord in an appropriate manner stipulated in the law.
IV. The right to a statutory tenancy; a statutory tenant is also called a sitting tenant. Ordinarily, the landlord may not refer to a person that holds over as a tenant, the law still recognizes such person as a tenant which cannot be forcefully ejected without due process of law. As a statutory tenant, he is not mandated to pay rent to his landlord although a court can order him to pay up all rent (mesne) he accumulated within such period after determination of a suit on such.
V. The right to a fair hearing; this is a constitutional right that is universally accepted by all democratic and civilized societies. Irrespective of any default or allegation against the tenant, the court of law will serve him to come and put in his defence.
The law obliges, subject to any provision to the contrary in the tenancy agreement, the tenant to;
Pay the rent at the times and in the manner stated;
Pay all existing and future rates and charges not payable by the landlord by law;
Keep the premises in good and tenantable repair, reasonable wear and tear excepted;
Permit the landlord and his agents during the tenancy at all reasonable hours in the daytime after previous written notice, to view the condition of the premises and to effect, repairs in necessary parts of the building;
Not make any alterations or additions to the premises without the written consent of the landlord;
Not assign or sublet any part of the premises without the written consent of the landlord; and
Notify the landlord where structural or substantial damage has occurred to any part of the premise.
TENANT’S IMPROVEMENTS UNDER THE LAGOS STATE TENANCY LAW 2011
The Lagos State Tenancy Law 2011 [2], enacted to regulate the rights and obligations under tenancy agreements and the landlord-tenant relationship, addresses tenant improvements explicitly and implicitly in several sections. The Law applies to all premises within Lagos State, except certain exempted categories such as residential premises owned by educational institutions or provided for emergency shelter (Section 1(2)).
Statutory Position on Tenant Improvements Section 7(e) of the Law imposes an obligation on tenants not to "make any alterations or additions to the premises without the written consent of the landlord." This provision establishes a foundational principle: tenants have no inherent right to alter or improve the property unless expressly permitted by the landlord in writing. The requirement of written consent underscores the landlord’s proprietary interest in the property and ensures that any changes align with the landlord’s intentions.
However, the Law does not explicitly address whether a tenant can claim compensation for improvements made with the landlord’s consent. This silence creates ambiguity, necessitating recourse to general principles of landlord-tenant law, judicial interpretations, and the tenancy agreement itself. Section 6 of the Law, which guarantees the tenant’s right to "quiet and peaceful enjoyment" and "exclusive possession" subject to the landlord’s restricted right of inspection, implies that any improvement enhancing the tenant’s enjoyment could be permissible if consented to, but it does not resolve the issue of ownership or reimbursement.
Tenant’s Right to Compensation for Improvements
In the absence of an express provision on compensation in the Lagos State Tenancy Law 2011, the common law principle of "tenant’s fixtures" becomes relevant. Under common law, improvements made by a tenant are classified as either "tenant’s fixtures" (removable by the tenant at the end of the tenancy) or "landlord’s fixtures" (permanent improvements that become part of the property). The Law’s requirement of written consent suggests that any improvement made without such consent remains at the tenant’s risk, and the tenant cannot claim compensation unless the tenancy agreement stipulates otherwise.
Section 9 of the Law provides that tenants may apply to the court for an order declaring an increase in rent unreasonable, which indirectly relates to improvements if they enhance the property’s value. However, this provision does not extend to mandating compensation for improvements. Thus, the tenant’s ability to recover costs or retain improvements hinges on the terms of the tenancy agreement or judicial intervention.
OBLIGATIONS OF THE LANDLORD REGARDING TENANT IMPROVEMENTS
The landlord’s primary obligation under the Law is to maintain the structural integrity of the premises. Section 7(c) requires the tenant to "keep the premises in good and tenantable repair, reasonable wear and tear excepted," implying that major repairs or improvements (e.g., structural enhancements) fall outside the tenant’s responsibility unless otherwise agreed. If a tenant undertakes such improvements with the landlord’s consent, the landlord is not statutorily obligated to compensate unless the agreement specifies it. This position protects landlords from unsolicited enhancements while allowing flexibility for negotiated terms.
NIGERIAN JUDICIAL AUTHORITIES
Nigerian courts have provided clarity on tenant improvements where statutes are silent. In Oduye v. Nigerian Airways Ltd (1987) 2 NWLR (Pt. 55) 126 [3], the Supreme Court held that a tenant who makes improvements without the landlord’s consent cannot claim compensation unless there is an express or implied agreement to that effect. This aligns with Section 7(e) of the Lagos State Tenancy Law 2011, reinforcing the necessity of written consent.
In Registered Trustees of the Apostolic Church v. Olowoleni (1990) 6 NWLR (Pt. 158) 514 [4], the court distinguished between removable fixtures (e.g., trade fixtures like shelves) and permanent improvements (e.g., structural additions). The court ruled that a tenant could remove fixtures installed for their benefit, provided they do not damage the property, but permanent improvements vest in the landlord unless compensation is agreed upon. This judicial stance implies that under the Lagos Law, a tenant’s improvement without consent becomes the landlord’s property, absent a contrary agreement.
The case of Tominas Nigeria Limited v. Chigbu (2006) LPELR-11924(CA) [5] further illustrates that statutory tenancy—where a tenant remains in possession after the expiration of a lease—does not confer a right to compensation for improvements unless explicitly provided in the original tenancy terms. This is significant in Lagos, where statutory tenancies are common due to housing shortages.
International Statutory and Judicial Perspectives
Internationally, laws on tenant improvements vary but provide useful comparisons. In the United Kingdom, the Landlord and Tenant Act 1927 (Section 3) [6] allows tenants to claim compensation for improvements that increase the property’s letting value, provided they obtain the landlord’s consent or a court order. This contrasts with the Lagos Law’s silence, highlighting a more tenant-friendly approach in the UK.
In the United States, under the Uniform Residential Landlord and Tenant Act (URLTA) [7], tenants may make improvements with consent, but compensation depends on state-specific laws or lease terms. For instance, California’s Civil Code Section 1941 [8] imposes a duty on landlords to maintain premises, but tenants cannot claim reimbursement for voluntary improvements unless agreed upon. These international examples suggest that explicit statutory provisions or contractual clarity are critical to resolving disputes over improvements, an area where the Lagos Law could be enhanced.
Practical Implications and Challenges in Lagos
In Lagos, the lack of a clear statutory right to compensation for tenant improvements often leads to disputes. Tenants may invest in properties—e.g., installing air conditioning units or renovating interiors—expecting to offset costs against rent or recover them upon exit. However, without written consent or an agreement, such expectations are legally unenforceable under the Law. This creates a power imbalance favouring landlords, particularly in a market where tenants face pressure to secure housing.
Moreover, the Law’s exemption of high-value areas like Ikoyi, Victoria Island, and Ikeja GRA (Section 1(3)) means that tenants in these zones may rely on customary practices or common law, further complicating the legal landscape. Judicial authorities like Oduye provide some guidance, but the absence of a uniform statutory rule underscores the need for explicit tenancy agreements.
Critical Analysis and Recommendations
The Lagos State Tenancy Law 2011 prioritizes landlord control over tenant improvements, reflecting a property-owner-centric approach common in Nigerian law. While Section 7(e) protects landlords from unauthorized alterations, it leaves tenants vulnerable when they enhance the property with consent but without a compensation clause. This gap contrasts with international models like the UK’s, where tenant investments are better safeguarded.
To address this, the Law could be amended to:
Mandate Compensation for Consented Improvements: Introduce a provision similar to the UK’s Landlord and Tenant Act 1927, allowing tenants to claim compensation for improvements that enhance property value, subject to landlord consent.
Clarify Fixture Ownership: Define which improvements qualify as removable tenant fixtures versus permanent landlord fixtures, reducing litigation.
Encourage Written Agreements: Strengthen Section 7(e) by requiring that consent for improvements include terms on ownership and compensation, enforceable by courts.
Judicially, Nigerian courts could adopt a more equitable approach by implying compensation in cases where landlords benefit from tenant improvements, as seen in some common law jurisdictions. This would align with the Law’s objective of fairness in the landlord-tenant relationship (Preamble, Lagos State Tenancy Law 2011) [9].
CONCLUSION
The Lagos State Tenancy Law 2011 provides a clear framework for tenant improvements by requiring written landlord consent but falls short in addressing compensation and ownership rights. Supported by Nigerian judicial authorities like Oduye and Registered Trustees, the Law prioritizes landlord interests, leaving tenants reliant on contractual terms for protection. International comparisons reveal opportunities for reform to balance these rights more equitably. For now, tenants in Lagos must secure explicit agreements on improvements to safeguard their investments, while landlords retain significant discretion over their property’s fate.
Footnotes
[1] Ramos, B. S. (2020). "Understanding the Essential Principles of Landlord and Tenant Laws in Nigeria through Judicial Decisions," Commonwealth Law Bulletin, 46(4).
[2] Lagos State Tenancy Law 2011, Law No. 14 of 2011.
[3] Oduye v. Nigerian Airways Ltd (1987) 2 NWLR (Pt. 55) 126.
[4] Registered Trustees of the Apostolic Church v. Olowoleni (1990) 6 NWLR (Pt. 158) 514.
[5] Tominas Nigeria Limited v. Chigbu (2006) LPELR-11924(CA).
[6] Landlord and Tenant Act 1927 (UK), Section 3.
[7] Uniform Residential Landlord and Tenant Act (URLTA), United States.
[8] California Civil Code Section 1941.
[9] Lagos State Tenancy Law 2011, Law No. 14 of 2011.
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