Logo
International Journal of
Law, Policy and Social Review
ARCHIVES
VOL. 4, ISSUE 2 (2022)
Exercise of corporate powers and the presumption of regularity: Where and how to draw the line
Authors
Babajide S Shoroye
Abstract
The constitution of a company provides for the corporate powers of the company and stipulates how its directors, officers and agents are to exercise such powers on its behalf. For outside parties dealing with the company in contracts or transactions, legal consequences do arise where company officers exercise corporate powers on behalf of the company without the requisite authority or outside the provisions of the company’s constitution. In order to minimize the risk for outside parties and prevent the company from evading contracts or transactions duly made on its behalf by its officers, the rule of presumption of regularity allows outside parties to make the assumption that officers exercising corporate powers act with authority and in compliance with the internal management rules of the company. This article examines the exercise of corporate powers by company officers acting without authority in relation to outsiders who deal with the company in the normal course of business. This article considers the limits to which outside parties are protected by the rule of presumption of regularity as originally enunciated under common law and as enacted in the Companies Act 2020.
Download
Pages:39-47
How to cite this article:
Babajide S Shoroye "Exercise of corporate powers and the presumption of regularity: Where and how to draw the line". International Journal of Law, Policy and Social Review, Vol 4, Issue 2, 2022, Pages 39-47
Download Author Certificate

Please enter the email address corresponding to this article submission to download your certificate.