How to Remove a Deceased Company Director in Nigeria

How to Remove a Deceased Company Director in Nigeria

September 04, 2023


  • Public limited companies are required to have atleast two directors at all times. In the event a director dies, the shareholders must appoint a second director as soon as possible.
  • If the deceased director was also a shareholder, the existing shareholders or directors will authorize the transfer of the deceased director’s shares. The shares of the deceased will need to be transferred in accordance with:
  1. The Will of the deceased i.e if one was put in place prior to the demise of the deceased director.
  2. The rule of intestacy, this will be when no will has been put in place
  3. Any provisions outlined in the Shareholders Agreement or the company’s articles.
  • A deceased director can be removed by an ordinary resolution adopted at a shareholder’s meeting by persons entitled to exercise voting rights in the election of that director. The effective date of the removal of the deceased director is when the Board resolves to remove the deceased director. This date does not have to be the date of the death of the deceased director.
  • 288 (4) CAMA 2020;

“A vacancy created by the removal of a director under this section, if not filled at the meeting at which he is removed, may be filled as a casual vacancy.”

  • If a company has more than one director, the remaining director(s) may decide to take on the responsibilities of the deceased director and continue to run the business as usual. Alternatively, the company shareholders may wish to appoint a new director immediately to minimize the pressure on the surviving directors.
  • The options available to the personal representatives of the deceased will depend on the terms outlined in the company’s articles.

Team 618 Bees


618 Bees can quickly and easily help you remove a deceased company director with the CAC. Log on to our website or email, or give us a call on +2349017190079/08080819653. 618 Bees will complete your application with the both the CAC.



The information in this blog post (“post”) is provided for general informational purposes only, no information contained in this post should be construed as legal advice, nor is it intended to be a substitute for legal counsel on any subject matter. No reader of this post should act or refrain from acting on the basis of any information included in, or accessible through this post without seeking the appropriate legal or professional advice from the particular facts and circumstances at issue from a lawyer. This post is protected by intellectual property law and regulations. It may however be shared using appropriate sharing tools provided that our authorship is always acknowledged and this Disclaimer Notice attached

More Articles


Connect With Us

Got any questions?

If you are having any questions, please feel free to ask.

Send us an email

Frequently Asked

  • Why must I file Annual Returns?

    It is a mandatory statutory requirement under the Companies and Allied Matters Act to file Annual Returns yearly. 

  • Must my Company Secretary be a Lawyer?

    Although it’s ideal to have a lawyer as a company secretary, it is not compulsory for small private businesses.

  • What are the terms of a contract?
    • an offer and an acceptance.
    • competent parties
    • Consideration
    • Legal subject matter
    • Mutual agreement/ Assent
    • Conesus ad idem
    • Obligation
  • Is there a penalty for late renewal of registration of products with NAFDAC?

    Yes, there is a late renewal fee, which is dependent on the category of the product.

  • What is data protection?

    Data protection is a legal process of protecting sensitive data.

  • What is the difference between licensing and assigning a patent?

    Licensing a patent means granting permission to another individual or organisation to make, use as well as sell the creation that has been protected by patent.

    A patent assignment on the other hand, is a finished exchange of patent rights starting with one individual then onto another person.

  • Do I have to physically drop off my product sample at NAFDAC office?

    No, you can choose to have it sent to NAFDAC office

  • Can a minor be a company director?

    No, a minor cannot be a director. A minor under Nigerian Law is anyone who is below 18 years of age.

  • What is a trademark?

    A trademark can be any word, sign, symbol or graphic that you apply to your company, goods or services to distinguish them from those of your competitors; for example, a brand, product or company name, or logo. The trademark serves as a badge of origin for your business and its brands and products, and can consist of words, logos, slogans, colours and shapes, or a combination of all of these.

Call Us Now on +234 901 719 0079 Chat on WhatsApp