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The short answer
As a shareholder in a Nigerian company you are entitled to notice of the annual general meeting, to the annual report and accounts, to attend, to ask questions of the board and auditors, and to vote, in person or by appointing a proxy. The AGM is where dividends are approved, directors elected or re-elected, auditors appointed, and special business such as a change of name decided. The notice tells you the date, the agenda and the proxy deadline.
What an AGM is for
A company's annual general meeting is the one meeting each year where the shareholders, the owners, hold the board to account. The Companies and Allied Matters Act 2020 sets the legal framework for notices, meetings and voting; this article explains how those rights work in practice rather than quoting section numbers or deadlines, which you should check in the Act or the company's notice.
Typical AGM business includes:
- Receiving the audited financial statements and the reports of the directors, auditors and audit committee.
- Approving the final dividend recommended by the board.
- Electing or re-electing directors.
- Appointing or re-appointing auditors and authorising directors to fix their pay.
- Electing shareholder members of the statutory audit committee.
- Special business, such as changing the company's name, raising capital or amending its articles.
Special business can matter a great deal. NGX's market bulletin of 5 March 2025 records that FBN Holdings Plc's shareholders approved its change of name to First HoldCo Plc at the AGM of 14 November 2024, after which the ticker changed from FBNH to FIRSTHOLDCO.
Your rights, one by one
1. Notice and documents
You are entitled to notice of the meeting, setting out the date, time, venue (or virtual arrangements), the business to be considered and how to appoint a proxy. Listed companies usually publish the notice in newspapers and on their websites, and send it with the annual report through the registrar. Many put annual reports, AGM notices and unclaimed dividend lists on their investor pages; NPF Microfinance Bank Plc's site, for example, has sections for each.
2. Attending
Any shareholder on the register at the relevant date can attend. Bring identification and, if requested, evidence of your shareholding, such as a CSCS statement or registrar correspondence. Some meetings are held in a hybrid form with an online link; the notice explains how to join.
3. Asking questions
Shareholders can ask the chairman, directors and auditors about the accounts, the dividend, strategy and anything else on the agenda. Many companies also invite written questions in advance. Good questions are specific: why did finance costs rise, why is cash from operations below profit, what is the plan for dollar debt. Our guide to reading an annual report helps you prepare.
4. Voting
Resolutions are decided by a show of hands or by a poll. On a poll, votes are counted by the number of shares held, so a small shareholder's vote carries less weight, but shareholder associations often combine votes and speak for retail investors. Ordinary resolutions, such as approving the dividend, need a simple majority; special resolutions, such as a change of name, need a larger majority set out in the law.
5. Appointing a proxy
If you cannot attend, you can appoint a proxy, someone who attends and votes for you. The notice includes a proxy form and states where and by when it must be lodged. You can name a person or the chairman, and you can mark how you want each resolution voted. Some notices also say whether the company will cover the stamp duty on proxy forms; read that part before you post or deliver yours.
Steps to take part
- Make sure the registrar has your current address, email and phone, and that your shares sit under one CHN so documents reach you.
- Read the notice when it arrives: date, agenda, proxy deadline and any record date for the dividend.
- Read the annual report, especially the auditor's report and notes.
- Decide whether to attend or appoint a proxy, and lodge the proxy form before the deadline.
- Send written questions in advance if the company invites them.
- After the meeting, check the results announcement and your dividend payment.
If you think your rights were ignored
If you did not receive a notice, your proxy was refused, or the meeting did not follow the published agenda, write first to the company secretary and the registrar with your shareholder details and what happened, and keep copies. Many shareholder complaints turn out to be address or CHN problems on the register, which the registrar can correct. For a listed company, a complaint that is not resolved can be taken to the SEC, which supervises capital market operators including registrars. Disputes about the validity of resolutions are legal matters and need a lawyer.
Dividends approved at the AGM
The AGM approves the final dividend, but you only receive it if you are on the register by the qualification date and your bank details are on the registrar's e-dividend mandate. Unpaid dividends end up on the company's unclaimed dividend list. See how dividends are paid and how to claim unclaimed dividends.
Where Pryme fits
Dividends can be paid into any Nigerian bank account in your name, including a Pryme account; set the e-dividend mandate with the registrar. For background on how listed companies and the exchange work, read how the Nigerian stock exchange works.
Questions people ask
Can I attend an AGM if I own only a few shares?
Yes. Any registered shareholder can attend, ask questions and vote, whatever the size of the holding.
How do I know when a company's AGM is?
The company publishes a notice in newspapers and on its website and sends it through its registrar. NGX corporate disclosures also carry the notice for listed companies.
What is a proxy at an AGM?
A person you appoint to attend and vote on your behalf. The proxy form comes with the notice and must be lodged by the deadline it states.
Do shareholders approve dividends at the AGM?
Yes. The board recommends a final dividend and shareholders approve it at the AGM. Check the notice for the amount proposed and the qualification date.
Sources
- NGX market bulletin: change of name of FBN Holdings Plc to First HoldCo Plc (5 Mar 2025) · accessed Oct 2026
- NPF Microfinance Bank Plc: website and investor pages · accessed Oct 2026
This article is general information, not financial, legal or tax advice. Products described are provided under the terms on this site and are subject to regulation and eligibility.