Section 275 CAMA 2020

Section 275 Companies and Allied Matters Act is about Independent directors in public companies. It is under Chapter 11 (Directors) of the Act.

(1) A public company shall have at least three independent directors.

(2) In a public company, any person who nominates candidates for the board who would comprise a majority of the members of the board shall nominate at least three persons who would be independent directors.

(3) In this section, “independent director” means a director of the company who, or whose relatives either separately or together with him or each other,during the two years preceding the time in question—

(a) was not an employee of the company ;

(b) did not—

(i) make to or receive from the company payments of more thanN20,000,000, or

(ii) own more than a 30% share or other ownership interest, directlyor indirectly, in an entity that made to or received from the companypayments of more than the amount stated in subparagraph (i) or act as apartner, director or officer of a partnership or company that made to orreceived from the company payments of more than such amount ;

(c) did not own directly or indirectly more than 30% of the shares of any type or class of the company, and