Legal Regime of Corporate Governance and Shareholders’ Rights in Nigeria

Abstract

The regulatory environment of corporations in Nigeria has gradually skewed towards an imbalance in
the powers of the Shareholders vis-à-vis that of the Directors. This has led to the marginalization of the
shareholders. A better understanding of the roles and rights of Shareholders is required to make
informed and responsible investment decisions. This requires reasonable and timely access to sufficient
information about issues affecting their investments and an understanding of the engagement customs
and legal framework of the market in which they invest. This paper analyzed the existing Corporate
Governance regulatory framework on the rights of Shareholders. The doctrinal methodology was used
in in demonstrating the importance of shareholder rights to the development of the Nigerian Stock
Exchange, drawing extensively from the provisions of the Nigerian Code of Corporate Governance,
2018 as well as other relevant legislation, primary data from cases, and secondary data sources. The
research found that regulatory dysfunction is a major barrier to the exercise of shareholder rights and
recommends more effective mechanisms to ensure the implementation and enforceability of the principles of the Code.