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ICSAN Professional Corporate Law (Nigeria)

Practice Questions100 questions

2026 Statistics

Key Facts: ICSAN Secretarial Practice Exam

₦50,000

Average Exam Fee

ICSAN

3 hours

Exam Duration

ICSAN

50%

Passing Mark

ICSAN

This exam tests the practical functions of a Chartered Secretary in Nigeria under CAMA 2020. It covers general corporate administration, meetings, corporate governance, and SEC regulations, requiring a 50% pass mark.

Sample ICSAN Secretarial Practice Practice Questions

Try these sample questions to test your ICSAN Secretarial Practice exam readiness. Each question includes a detailed explanation. Start the interactive quiz above for the full 100+ question experience with AI tutoring.

1Under Section 330 of the Companies and Allied Matters Act (CAMA) 2020, which type of company is NOT statutorily mandated to appoint a Company Secretary?

A.A small company as defined under CAMA 2020

B.A public limited liability company (Plc)

C.A company limited by guarantee (Ltd/Gte)

D.A state-owned enterprise incorporated as a public company

Explanation: CAMA 2020 Section 330 makes the appointment of a Company Secretary mandatory for all public companies but optional for small companies. This is one of the key ease-of-doing-business reforms introduced in the 2020 Act to reduce regulatory compliance burdens on small businesses in Nigeria.

2Which case in corporate jurisprudence established that a Company Secretary is no longer a 'mere clerk' but an officer with authority to sign administrative contracts?

A.Panorama Developments (Guildford) Ltd v Fidelis Furnishing Fabrics Ltd

B.Foss v Harbottle

C.Salomon v Salomon & Co Ltd

D.Royal British Bank v Turquand

Explanation: In Panorama Developments (Guildford) Ltd v Fidelis Furnishing Fabrics Ltd (1971), Lord Denning held that a Company Secretary is an officer of the company with extensive duties and responsibilities, and can sign contracts on behalf of the company connected with its administrative side. This common law position is fully integrated into modern Nigerian corporate practice.

3In a public company in Nigeria, which corporate organ has the statutory power to appoint and remove the Company Secretary?

A.The Board of Directors

B.The Shareholders in a General Meeting

C.The Corporate Affairs Commission (CAC)

D.The Chief Executive Officer (CEO) acting alone

Explanation: Under CAMA 2020, the power to appoint and remove the Company Secretary is vested in the Board of Directors. However, in public companies, a secretary is protected by a statutory removal procedure under Section 333, requiring notice and an opportunity to make representations.

4If the Board of Directors of a public company in Nigeria intends to remove the Company Secretary, what is the first statutory step required under Section 333 of CAMA 2020?

A.Giving the secretary a written notice stating the grounds and intention to remove them

B.Filing a notice of removal with the Corporate Affairs Commission (CAC)

C.Publishing a public disclaimer in two national newspapers

D.Suspending the secretary immediately without pay pending a board vote

Explanation: Under Section 333 of CAMA 2020, before removing a Company Secretary in a public company, the board must give the secretary a written notice stating the grounds of the intended removal. The secretary then has a right to make a written representation or request to be heard by the board.

5Which of the following is NOT a statutory qualification required to practice as a Company Secretary of a public company under CAMA 2020?

A.A university degree in Business Administration or Social Sciences

B.A legal practitioner registered in Nigeria

C.A member of the Institute of Chartered Secretaries and Administrators of Nigeria (ICSAN)

D.A member of any body of accountants established by an Act of the National Assembly

Explanation: Under Section 332(1) of CAMA 2020, the qualified individuals are legal practitioners, chartered accountants, members of ICSAN, or anyone who has held the office of public company secretary for 3 of the preceding 5 years. A general university degree in Business Administration or Social Sciences is not a sufficient statutory qualification for public companies.

6Under CAMA 2020, where must a company keep its official Register of Secretaries?

A.At the company's registered office in Nigeria

B.At the Corporate Affairs Commission's head office in Abuja

C.At the private residence of the Chairman of the Board

D.At the office of the company's external solicitors

Explanation: Section 336 of CAMA 2020 requires every company to keep a register of its secretaries at its registered office. If the office changes, the company must notify the CAC. Keeping it anywhere else without statutory permission is a compliance breach.

7When a Company Secretary in Nigeria fails to file statutory returns on time, who is held liable for the default fines under CAMA 2020?

A.The company, and every officer (including directors and secretary) who is in default

B.The Company Secretary alone as the administrative officer

C.The Managing Director/CEO alone

D.The external auditors of the company

Explanation: Under CAMA 2020 default provisions, where a company fails to comply with filing requirements, both the company itself and 'every officer of the company who is in default' (directors and the secretary) are liable to pay the prescribed administrative penalties.

8Who must sign the Annual Return of a company before it is accepted for filing by the Corporate Affairs Commission (CAC)?

A.A Director and the Company Secretary

B.The Managing Director and the Chairman of the Board

C.The Company Secretary and the External Auditor

D.All shareholders holding more than 10% of the voting shares

Explanation: Under CAMA 2020 Section 422, the Annual Return must be signed by a director and the Company Secretary. For small companies where no secretary is appointed, it may be signed by a director alone.

9To whom does the Company Secretary primarily owe their professional and fiduciary duties in the performance of corporate functions?

A.The company as a separate legal entity

B.The Chairman of the Board of Directors

C.The majority shareholder of the company

D.The Managing Director/CEO

Explanation: As an officer of the company, the Company Secretary owes their duties to the company as a separate legal entity, not to individual directors or shareholders. This is critical for maintaining independence and ensuring compliance with governance rules.

10If a Company Secretary in Nigeria has a personal interest in a contract being considered by the Board of Directors, what is their statutory duty?

A.They must disclose the nature and extent of their interest to the board of directors

B.They must immediately resign from their position as secretary

C.They must delegate the recording of the minutes of that meeting to an assistant

D.They do not need to do anything as they are not voting members of the board

Explanation: Under general principles of fiduciary duties and corporate governance codes, the Company Secretary must disclose any conflict of interest or personal interest in contracts to the board. This disclosure should be formally recorded in the minutes.

About the ICSAN Secretarial Practice Exam

The ICSAN Company Secretarial Practice exam is a core professional paper for qualifying as a Chartered Secretary in Nigeria. The exam assesses a candidate's understanding of the legal duties of a company secretary under CAMA 2020, board meeting protocols, minutes writing, corporate registry filings, listing rules, corporate governance ethics, and shareholder relations.

Assessment

Written professional exam consisting of multi-part case studies and essay questions

Time Limit

3 hours

Passing Score

50% pass mark

Exam Fee

₦50,000 (Institute of Chartered Secretaries and Administrators of Nigeria (ICSAN))

ICSAN Secretarial Practice Exam Content Outline

30%

Corporate Law and Compliance

CAMA 2020 provisions, filing requirements, corporate register maintenance, and regulatory returns.

25%

Board and General Meetings

Notice preparation, quorum requirements, voting procedures, and drafting minutes of meetings.

25%

Corporate Governance Principles

Nigerian Code of Corporate Governance (NCCG), director duties, board evaluations, and ethical standards.

20%

Financial and Securities Regulation

SEC rules, NSE listing requirements, dividend declarations, and share capital restructuring.

How to Pass the ICSAN Secretarial Practice Exam

What You Need to Know

Passing score: 50% pass mark
Assessment: Written professional exam consisting of multi-part case studies and essay questions
Time limit: 3 hours
Exam fee: ₦50,000

Keys to Passing

Complete 500+ practice questions
Score 80%+ consistently before scheduling
Focus on highest-weighted sections
Use our AI tutor for tough concepts

ICSAN Secretarial Practice Study Tips from Top Performers

1Understand the key filing requirements and timelines with the Corporate Affairs Commission under CAMA 2020.

2Review the Nigerian Code of Corporate Governance (NCCG) 2018 principles.

3Practice drafting meeting notices, resolutions, and board minutes.

Frequently Asked Questions

What is the ICSAN Company Secretarial Practice exam?

It is a professional qualifying examination testing candidates' knowledge of corporate secretarial duties, CAMA 2020, and corporate governance compliance.

What is the pass mark?

The pass mark for the exam is 50%.

Who is eligible to take this exam?

Registered students or graduate members of the Institute of Chartered Secretaries and Administrators of Nigeria (ICSAN).