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Companies and Allied Matters Act 2020 · Part B · Chapter 10

Section 248Procedure of voting

(1)
At any general meeting, a resolution put to the vote shall be decided on a show of hands, unless a poll is (before or on the declaration of the result of the show of hands) demanded by—
(a)
the chairman, where he is a shareholder or a proxy ;
(b)
at least three members present in person or by proxy ;
(c)
a member or members present in person or by proxy and representing at least one tenth of the total voting rights of all the members having the right to vote at the meeting ; or
(d)
any member or members holding shares in the company conferring a right to vote at the meeting being shares on which an aggregate sum has been paid up equal to at least one-tenth of the total sum paid up on all the shares conferring that right.
(2)
Unless a poll is so demanded, a declaration by the chairman that a resolution has on a show of hands been carried unanimously or by a particular majority, or lost, and an entry to that effect in the book containing the minutes of the proceedings of the company, is a conclusive evidence of the fact, without proof of the number or proportion of the votes recorded in favour of, or against, the resolution.
Cite as: Companies and Allied Matters Act 2020, section 248

Amended since the gazette

The Business Facilitation Act 2023 changed this section. The text above is the 2020 gazette text. See what changed.

What this section means

From the guide: Voting, proxies, quorum and minutes at company meetings under CAMA 2020

  • Resolutions at a general meeting are decided on a show of hands unless a poll is demanded (section 248).
  • The Business Facilitation Act 2023 amended section 248(1) to allow electronic voting.
  • A resolution is decided on a show of hands unless a poll is demanded before or when the result is declared by the chairman (if he is a shareholder or proxy), at least three members present, members representing at least one-tenth of the total voting rights, or members holding shares with at least one-tenth of the total paid-up sum on voting shares (section 248(1)).
  • The chairman’s declaration of the result, minuted, is conclusive unless a poll is demanded (section 248(2)).

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.