DIRECTORS IN THE OLD (2004) AND NEW CAMA (2020). THE MEANING, TYPES, APPOINTMENT, DUTIES ( DUTY OF CARE, SKILL AND NEGLIGENCE AND BREACH OF DUTIES.
INTRODUCTION
Nigeria is a sovereign state, and as such has the authority to make and enforce
laws within its defined territory. On this note, the government makes laws to regulated
actions, properties and activities with the territory of Nigeria, through the legislative arm
of government, (they are saddled with the responsibility to make laws).
1
The company and allied matters Act is enacted to establish the Corporate Affairs
Commission, provide for the incorporation of Companies and Incidental Matters,
registration of business names and the incorporation of trustees of certain committees,
bodies and Association in 1990. The Companies and Allied Matters Act (Chapter C20)
Laws of the Federation of Nigeria 2004 ("CAMA 1990") was initially made law in
Nigeria in 1990 as a decree of the military government. It was modelled on the English
Companies Act 1985. For thirty years, there were no significant amendments to the
CAMA 1990, notwithstanding that England has, over the past three decades, amended
and replaced its own Companies Act. Nigerian companies had to, essentially, rely on a
30-year old law to govern the way businesses operate in our dynamic and exponentially
evolving global community. However, this all changed on Friday the 7th of August 2020,
when President Muhammadu Buhari, gave his assent to the Companies and Allied
Matters Act 2020 ("CAMA 2020").2
It is hence expected by the drafters of the 2020 CAMA, that the innovative
provisions which will positively impact the Nigeria business and economic landscape as
well as boost the ease of doing business campaigns in Nigeria.3
This work therefore
discusses the new expectation of Directors in the new CAMA in Comparism to the
previous CAMA, in areas of the meaning, types, appointment, duties (duty of care, skill
and negligence and breach of duties) of Directors.
1 Constitution of the federal Republic of Nigeria, S. 4.
2 Modaq Ltd by Udo Udoma & Belo-Osagie “ Nigeria: The Companies And Allied Matters Act 2020 – What You
Need To Know - Part 12 – Directors Under The Cama 2020”
3
Federal gazette “Government notice No. 119, companies and allied matters Act 2020….A93-617”. Printed and
Published by the federal government printer, Lagos Nigeria. FG116/102020/00. Pg. 1.
Kindly click the link below to get the complete PDF file.
https://drive.google.com/file/d/1IcjwAm22qUkPArGZSlEFB8xrWmXQMsm4/view?usp=drivesdk
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