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Companies and Allied Matters Act 2020 · Part B · Chapter 6

Section 109Register of members

(1)
Every company shall keep a register of its members and enter in the register the—
(a)
names and addresses of the members, and in the case of a company having a share capital, a statement of the shares and class of shares, if any, held by each member, distinguishing each share by its number so long as the share has a number, and of the amount paid or agreed to be considered as paid on the shares of each member ;
(b)
date on which each person was registered as a member ; and
(c)
date on which any person ceased to be a member.
(2)
The entry required under subsection (1) (a) or (b) shall be made within 28 days of the conclusion of the agreement with the company to become a member or, in the case of a subscriber of the memorandum, within 28 days of the registration of the company.
(3)
The entry required under subsection (1) (c), shall be made within 28 days of the date on which the person concerned ceased to be a member, or if he ceased to be a member other than as a result of action by the company, within 28 days of producing to the company evidence satisfactory to the company of the occurrence of the event whereby he ceased to be a member.
(4)
Where a company defaults in complying with the provisions of this section, the company and each officer of the company is liable to—
(a)
such penalties as the Commission shall specify by regulation ; and
(b)
an additional daily default fine that the Commission shall specify by regulation.
(5)
Liability incurred by a company from the making or deletion of an entry in its register of members, or from a failure to make or delete any entry, is not enforceable after the expiration of 20 years from the date on which the entry was made or deleted or, in the case of any such failure, from the date on which the failure first occurred.
Cite as: Companies and Allied Matters Act 2020, section 109

What this section means

From the guide: Members of a company and the register of members under CAMA 2020

  • Every company must keep that register (section 109), and members can inspect it free during business hours (section 112).
  • Names and addresses, the shares and class held with their numbers and the amount paid or treated as paid, the date each person became a member and the date any person ceased (section 109(1)).
  • Entries about joining are made within 28 days of the agreement to become a member (within 28 days of the company’s registration for a subscriber), and entries about leaving within 28 days (section 109(2) and (3)).

Read the whole subject

Source: Companies and Allied Matters Act 2020 (Act No. 3 of 2020), Official Gazette No. 124, Lagos, 10 August 2020. General information, not legal advice.