Shareholder Remedies Against the Management of a Company: An Appraisal Relating to Annual General Meeting

Magaji Shamsuddeen*, Nurli Yaacob and Zuryati Mohamed Yusoff
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Magaji Shamsuddeen*: School of Law, College of Law, Government and International Studies, Universiti Utara Malaysia, 06010 Sintok Kedah, Malaysia/ Faculty of Law, Bauchi State University, Misau Campus, Bauchi, Nigeria
Nurli Yaacob: School of Law, College of Law, Government and International Studies, Universiti Utara Malaysia, 06010 Sintok Kedah, Malaysia
Zuryati Mohamed Yusoff: School of Law, College of Law, Government and International Studies, Universiti Utara Malaysia, 06010 Sintok Kedah, Malaysia

The Journal of Social Sciences Research, 2018, 200-206 Special Issue: 2

Abstract: The Companies and Allied Matters Act 1990 provides specific remedies to shareholders in the event the company violates any of their personal right. This includes the right to receive notice and vote at the meeting. Personal action as a remedy entitled the shareholders to either an injunction or declaration against the company in addition to the monetary fine. However, enforcement of shareholder remedy in Nigeria takes very long time in court and the monetary fine is grossly inadequate. This questioned the adequacy and enforcement of shareholder remedies under Nigerian corporate law. The objective of this study is to examine various remedies available to shareholders about annual general meeting. This concerns legal provisions, decided cases and opinion of experts in order to introduce reforms that will sanction the violation of shareholder’s right. The study employed a doctrinal method which is library based and field work, in the form of a qualitative interview. The findings indicate that the court are reluctant to interfere in the enforcement of shareholder remedies due to the recognition of corporate personality principle which states that only the company has the right to seek for enforcement of remedies in court. Additionally, shareholders are not enlightened about their remedies. The study suggests for an upward review of all the monetary fines pertaining to AGM as well as the introduction of other avenues that will facilitate quick enforcement of shareholder remedies. Similarly, the regulators in Nigeria should be responsible for educating shareholders about their right and the enforcement of remedies.

Keywords: Enforcement of remedies; Fine; Shareholder remedy (search for similar items in EconPapers)
Date: 2018
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