Document background
A Members Written Resolution serves as a crucial corporate governance tool in Nigerian business practice, providing an efficient alternative to physical general meetings. This document type is specifically recognized under Sections 258-259 of the Companies and Allied Matters Act (CAMA) 2020, allowing companies to obtain member approval for various corporate actions through written consent rather than convening a physical meeting. It's particularly valuable for private companies needing quick decision-making, routine approvals, or when gathering all members physically is impractical. The document must include clear resolution text, proper circulation to all eligible members, and appropriate voting mechanisms. Written resolutions can be used for most matters that would otherwise require a general meeting, except for removing directors or auditors before their term expires.
