A secretary does not owe fiduciary duties to the company, but where he is acting as its agent he owes fiduciary duties to it, and as such is liable to the company where he makes secret profits or lets his duties conflict with his personal interests, or uses confidential information he obtained from the company for his own benefit.
Companies and Allied Matters Act 2020 · Part B · Chapter 12
Section 334 Fiduciary interests of a secretary
Cite as: Companies and Allied Matters Act 2020, section 334
What this section means
From the guide: What does a company secretary do under CAMA 2020?
- When acting as its agent, however, he does, and he is liable to the company for secret profits, for letting his duties conflict with his own interests, and for using confidential information for his own benefit (section 334).
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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.