When should a Board Meeting take place in a company?

When should a Board Meeting take place in a company?

February 19, 2020

A board meeting of a company can take place anytime the company has pending issues to discuss, provided the right notice is given out to the members of the board informing them of the meeting. However, there are some statutory requirements regarding board meetings.

A company is required to have an Annual General Meeting every year. This is a meeting of both directors and shareholders of the company. See section 213 of the Companies and Allied Matters Act. A company shall hold its meeting not more than 15months after the last Annual General Meeting. A newly incorporated company may hold its Annual General Meeting within 18months of its incorporation.

A company can hold a Board Meeting other than the Annual General Meeting whenever they deem fit, to discuss issues relating to the company. This is known as an Extraordinary General Meeting. See Section 215(1) of the Companies and Allied Matters Act.

A public company is required by law to hold a General Meeting 6months after incorporation. This is known as a statutory meeting and failure to comply with this section makes the company and its officers liable to a fine of N50 every day. See Section 211 of the Companies and Allied Matters Act

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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

 

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  • When are Annual Returns due for filing?

    A company’s first Annual Returns are due for filing after 18 months of its inception, subsequently it should be filed annually as the name implies. The filing dates could differ for each company depending on their financial year end but must be filed not later than 42 days after its Annual General Meeting.

    The Annual Returns for Business Names is due not later than the 30th of June each year except in the year the business was registered.

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    • A limited liability company on the other hand is a separate business entity from the individuals that hold its shares and act as directors. Legally, it’s a separate business entity and a person on its own who can transact business, own property separate from its owners and can sue or be sued. 

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