This is a research work on the “roles of the organs and officers of an incorporated company”. In it, the organs are identified as the General Meeting (shareholders), and the Board of Directors, while the officers are identified as the directors, secretary, auditor, legal adviser. The company’s organs take the key critical resolutions cum decisions that sway the company for better or worse. And these resolutions cum decision are implemented through corporate management or governance by the officers of the company.
As legal personality, the company has a separate existence from the founders. Yet it is operated by human beings. The company functions through its Memorandum and Articles of Association, which can be altered through resolution passed by the majority of the company members at the General Meeting. Similarly, the company’s performance is also regulated by other statutory law, for example the Companies and Allied Matters Act, otherwise known as CAMA. Most of the company’s officers are appointed by the Board of Directors. However, this is subject to confirmation at the General Meeting.
Consequently, as a going concern/business, the company is prosperous when there is a healthy relationship between the organs, and officers, and particularly between the General Meeting (Shareholders), and the Board of Directors. Though the General Meeting works by the resolutions passed by the majority members, yet there are exceptions to this when the court enforces an individual member(s) action against the majority’s decisions. This is an exception to the rule in Foss V Harbottle.
The aim is to check fraud and ultra vires activities in the company. To be valid, an officer’s acts shall be done in good faith, diligently, and with care; and the company shall hold the officer liable for such acts. Essentially, the common law held the view that company’s officers owed their services to the company only, and not individual shareholders. However, this position has been rejected by the modern company practice and knowledge.
Hence, the roles of the contemporary company officers have been enlarged to embrace serving the company which employees them, the individuals shareholders under relevant circumstances, as well as the generality of the public that benefits or is affected by the activities of the company. Fundamentally, company practices in Nigeria are bedeviled by the apathy of the stakeholders in corporate governances, except when there is a selfis
Inhaltsverzeichnis (Table of Contents)
- Table of Cases
- Table of Statutes
Zielsetzung und Themenschwerpunkte (Objectives and Key Themes)
This text aims to provide a comprehensive overview of the roles and responsibilities of the organs and officers within an incorporated company. The focus is on legal frameworks and precedents, highlighting key aspects of corporate governance.
- Roles and responsibilities of company officers
- Legal framework governing corporate actions
- Analysis of relevant case law
- Interpretation of statutory provisions
- Corporate governance within the legal context
Zusammenfassung der Kapitel (Chapter Summaries)
Table of Cases: This section presents a comprehensive list of legal cases relevant to the roles and responsibilities of organs and officers in an incorporated company. The cases cited provide a historical and legal context for understanding the evolution of corporate law and the precedents that shape modern corporate governance. The wide range of cases highlights the complexities and nuances inherent in corporate legal practice, offering a rich resource for further legal analysis. The inclusion of these cases serves as foundational evidence for supporting legal arguments and interpretations discussed in the main body of the text.
Table of Statutes: This section meticulously lists relevant statutes and legal provisions that govern the operations of incorporated companies. It covers a range of laws, including the Companies and Allied Matters Act (CAMA), and offers detailed references to specific sections within these acts. The inclusion of these statutory references underscores the importance of understanding the legal framework in which corporate entities operate, laying the groundwork for a thorough understanding of the rules and regulations which govern the actions and responsibilities of corporate officers and organizations. The precise referencing allows for direct consultation of these primary legal sources.
Schlüsselwörter (Keywords)
Incorporated company, corporate governance, company officers, legal framework, case law, statutory provisions, roles and responsibilities, corporate law.
FAQ: Comprehensive Language Preview of Corporate Governance
What is the purpose of this text?
This text provides a comprehensive overview of the roles and responsibilities of the organs and officers within an incorporated company. It focuses on the legal frameworks and precedents, highlighting key aspects of corporate governance.
What are the key themes covered?
Key themes include the roles and responsibilities of company officers, the legal framework governing corporate actions, analysis of relevant case law, interpretation of statutory provisions, and corporate governance within the legal context.
What does the Table of Cases section include?
The Table of Cases section presents a comprehensive list of legal cases relevant to the roles and responsibilities of organs and officers in an incorporated company. These cases provide historical and legal context, highlighting the complexities of corporate legal practice and serving as foundational evidence for legal arguments.
What is included in the Table of Statutes section?
The Table of Statutes section meticulously lists relevant statutes and legal provisions governing incorporated companies. It covers various laws, offering detailed references to specific sections within these acts. This section underscores the importance of understanding the legal framework within which corporate entities operate.
What keywords are associated with this text?
Keywords include: Incorporated company, corporate governance, company officers, legal framework, case law, statutory provisions, roles and responsibilities, corporate law.
What type of information does this preview provide?
This preview offers a comprehensive language preview including the title, table of contents, objectives and key themes, chapter summaries, and key words.
What is the target audience for this text?
While not explicitly stated, the detailed legal focus suggests the target audience is likely academics, legal professionals, or students of corporate law.
Where can I find more detailed information?
The preview does not specify where the full text can be accessed, but its academic nature suggests it might be found in academic databases or legal journals.
- Quote paper
- Okechukwu Dominic Nwankwo (Author), 2016, Roles of the Organs and Officers of an Incorporated Company, Munich, GRIN Verlag, https://www.grin.com/document/341603
