Author(s): Dr. Pefela Gildas Nyugha

Abstract: OHADA Law makes provisions for director’s liabilities and institutions to enforce laws in cases of violation though grossly insufficient. In spite of this, the paper holds that issues related to the liability of directors are very complicated. The relationship between the company and its directors is so intertwined and difficult to separate. Companies are artificial persons, thus its management is entrusted in the hands of directors whose activities at times clouds the minds and makes it difficult to segregate their personal liabilities from that of the company. Worrisomely, directors tend to hide behind the corporate veil in a bid to escape liabilities. It is on the strength of these uncertainties and cloud difficulties that this paper sets out to critically examine and presents a concise definition of offences that dispose directors’ liabilities likewise sanctions. In connection with the above objectives, the researcher adopted an in-depth content analysis based on primary and secondary sources of data collection imperative to the study. The findings reveal that though the OHADA Law is innovative, more need to be done in succinctly establishing liabilities of directors as well as sanctions which have been left at the clemency of OHADA Member States. It is therefore recommended that more cohesive, explicit, and compelling provisions be adopted by OHADA legislators so as to put directors on their guard.

Pages: 71-78 | Views: 775 | Downloads: 257

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