Remuneration of directors in Nigeria

Remuneration of directors in Nigeria

May 07, 2019

As defined by the Companies and Allied Matters Act (CAMA), directors are persons that are duly appointed by the company to direct and manage the business of the company. The CAMA also made provisions on the remunerations of company directors.

Ordinarily, a company is not bound to pay remuneration to a director but where a company chooses to pay remuneration such remuneration will be taken from the companies’ fund.

Accordingly, remunerations for directors are determined by the company at its General Meeting and it is calculated on a daily basis.

A director however, is to be paid any travelling expenses, hotel bill and any other bill he might incur in the course of performing his duty as a director for the company.

Where the remuneration of a company director has been fixed by an Article, it can be altered by a special resolution.

Where a director’s remuneration is based on the Article of Association, it shall be a debt to the company, they can sue the company on the basis of debt or prove it during liquidation

A director is strictly prohibited from receiving more money than what he is entitled.

A managing director of a company on the other hand is entitled to remuneration and it can be by way of salary, commission, participation in profits , partly in one way or another but as determined by the Board of directors.

A director’s remuneration must not be tax free and a company is prohibited from granting loans to a director unless on exception cases such as;

  1. Where part of the company’s objective is lending money or giving guarantees in connection with loans and even as such it must be approved first at a General Meeting of the company.
  2. Where such a loan is for the expenditure incurred by the director for the purpose of the company or to enable him perform his duty in the company.



The information in this blog post (“post”) is provided for general informational purposes only, no information contained in this post should be construed as legal advice, nor is it intended to be a substitute for legal counsel on any subject matter. No reader of this post should act or refrain from acting on the basis of any information included in, or accessible through this post without seeking the appropriate legal or professional advice from the particular facts and circumstances at issue from a lawyer. This post is protected by intellectual property law and regulations. It may however be shared using appropriate sharing tools provided that our authorship is always acknowledged and this Disclaimer Notice attached

More Articles


Connect With Us

Got any questions?

If you are having any questions, please feel free to ask.

Send us an email

Frequently Asked

  • When are Annual Returns due for filing?

    A company’s first Annual Returns are due for filing after 18 months of its inception, subsequently it should be filed annually as the name implies. The filing dates could differ for each company depending on their financial year end but must be filed not later than 42 days after its Annual General Meeting.

    The Annual Returns for Business Names is due not later than the 30th of June each year except in the year the business was registered.

  • Do I need a Company Secretary?

    A limited liability company (LLC) must have a company secretary.

  • What is SON?

    SON stands for ‘Standards Organization of Nigeria’

  • What is personal data?

    This is any information that can be used to identify an identifiable human person such passport photograph.

  • Who benefits from copyright protection?

    The creator of a copyright work, usually referred to as the “author” of the work owns the copyright in the work in the first instance. However, the author is at liberty to transfer his rights to a third party. In such a case, the person who has obtained the right by transfer or other legal means becomes the owner of the copyright.

  • When can I start renewal of the registration of my product(s) with NAFDAC?

    You can start renewal 6 months to the date of expiry.

  • Who can be directors in my company?

    Any two adults can be directors in a company.

  • Why do I need a trademark?

    You need to register your trademark because if you don’t register it, someone else can! It helps identify you as the source ad indicates a consistent level of quality of your products and services. Securing a registered trademark protects your brand, and provides you with tools to prevent someone else from using similar signs and riding off the back of your business.

Call Us Now on +234 901 719 0079 Whatsapp icon Chat on WhatsApp