Can a single director of a company act without the consent of the other directors (for e.g sue on behalf of the company)?
Answers (2)
Collins Jampana
Jul 12 2022
A single director cannot act, like make major transactions on behest of the company without the collective consent of the board of directors.
Interms of suing on behalf of a company, generally a director do not have that power to sue on behalf of the company since a company is a legal person, which is separate and distinct from its members and officers, thus has the capicity to be sued and to sue on its behalf as was stated in the case of
In the case of Salomon v Salomon .
However for a director to be able to sue on behalf of a company,
In the case of Section 201 of the Companies Act 2019, Act 992 provides that such a direction must seek leave from the Court to sue through a derivative action. When the Court grants such a director leave, then he can then sue on behalf of the company.
Kofi Agbedzinu
Jul 09 2022
No please
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