Green Capitalism and Just Energy Transition in Nigeria: Legal pathways for sustainable corporate investment under International Environmental Law

This paper examines the legal and policy foundations necessary to embed green capitalism and a just energy transition within Nigeria’s fossil-dependent economy. It argues that without a coherent statutory framework, environmental sustainability will remain aspirational and disconnected from corporate practice. Using a doctrinal research method and comparative insights from Kenya, South Africa, and the European Union, the paper evaluates the adequacy of existing instruments, including the Climate Change Act 2021, the Companies and Allied Matters Act 2020 (CAMA), and the Securities and Exchange Commission (SEC) Sustainability Disclosure Guidelines. Findings reveal that while international principles such as the polluter pays principle and common but differentiated responsibilities have been adopted in policy rhetoric, they are not codified into binding corporate obligations or judicially enforceable rights. CAMA does not impose environmental fiduciary duties. The SEC guidelines remain voluntary. Institutional oversight is fragmented. Nigeria’s legal regime continues to treat sustainability as a reputational issue rather than a legal duty integrated into corporate governance. This paper proposes a phased transition framework that redefines directors’ responsibilities, mandates ESG reporting, establishes a statutory carbon market, and constitutionalizes environmental rights. It also recommends the creation of a centralized enforcement body to coordinate compliance and litigation. The central claim is that Nigeria’s energy transition must be structured by enforceable legal standards. For green capitalism to advance meaningfully, law must function as an instrument of developmental equity, climate accountability, and institutional reform.