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Companies and Allied Matters Act 2020 · Part B · Chapter 13

Section 344Personal and representative action

(1)
Where a member institutes a personal action to enforce a right due to him personally, or a representative action on behalf of himself and other affected members to enforce any right due to them, he or they are subject to subsection (2), entitled to—
(a)
damages for any loss incurred on account of the breach of that right ; or
(b)
declaration or injunction to restrain the company or the directors from doing a particular act.
(2)
Where, in proceedings brought under this section, the Court finds the directors or any of them liable for any wrongdoing, the erring director is personally liable in damages to the aggrieved member.
(3)
Where any member institutes an action under this section, the Court may award costs to him personally whether or not his action succeeds.
(4)
In any proceeding by a member under section 343 of this Act, the Court may, if it deems fit, order that the member shall give security for costs.
Cite as: Companies and Allied Matters Act 2020, section 344

What this section means

From the guide: Minority shareholders under CAMA 2020: derivative actions and unfair prejudice

  • A member can still ask the court for an injunction against illegal or ultra vires acts (section 343), sue to enforce his own rights (section 344), bring a derivative action in the company’s name with the court’s leave (section 346), or petition for relief where the company’s affairs are run oppressively or unfairly (sections 353 to 355).
  • The court can award costs to the member whether or not he wins, and can order security for costs in a section 343 case (section 344).

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.