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Sample ICSAN Board Dynamics Practice Questions

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1Under Section 332 of the Companies and Allied Matters Act (CAMA) 2020, which of the following is NOT a qualification for appointment as a Company Secretary of a public company in Nigeria?

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

B.A legal practitioner enrolled in Nigeria with at least 3 years post-call experience

C.A member of the Institute of Chartered Accountants of Nigeria (ICAN) or Association of National Accountants of Nigeria (ANAN)

D.A person who has held the office of a company secretary of a public company for at least 3 of the 5 years immediately preceding his appointment

Explanation: Section 332 of CAMA 2020 lists the qualifications for a public company secretary. While a legal practitioner is qualified, there is no statutory requirement under CAMA 2020 that they must have at least 3 years of post-call experience; being a legal practitioner per se is sufficient.

2Section 333 of CAMA 2020 prescribes the procedure for the removal of a Company Secretary of a public company. What notice period must the Board give a secretary who does not resign, before removal?

A.A notice of at least 7 days of the intention to remove him

B.A notice of at least 14 days of the intention to remove him

C.A notice of at least 21 days of the intention to remove him

D.No notice is required; the secretary serves at the pleasure of the Board

Explanation: Under Section 333 of CAMA 2020, before a public company secretary is removed, the board must give him at least 7 days' notice of the intention to remove him, stating the grounds. This gives the secretary the right to make a written representation to the board.

3Under CAMA 2020, which type of company is exempted from the mandatory requirement to appoint a Company Secretary?

A.A company limited by guarantee

B.A public limited liability company

C.A small company as defined under Section 394 of the Act

D.A private limited company with foreign shareholding

Explanation: Section 330(1) of CAMA 2020 makes the appointment of a company secretary mandatory for all companies except a 'small company'. This is a key deregulatory reform in the Act.

4Which of the following represents the dual capacity prohibition under Section 334 of CAMA 2020?

A.A person cannot be a secretary of both a parent company and its subsidiary

B.A director cannot also be appointed as the secretary of a private company

C.A provision requiring an act to be done by a director and the secretary is not satisfied if done by the same person acting as both

D.A secretary cannot be a shareholder or creditor of the same company

Explanation: Section 334 of CAMA 2020 states that where the Act or articles require an act to be done by a director and the secretary, it cannot be satisfied by the same person acting in both capacities. This preserves internal controls and checks.

5According to CAMA 2020 Section 335, which of the following is a statutory duty of the Company Secretary?

A.Negotiating commercial contracts and business acquisitions on behalf of the company

B.Representing the company in court as lead counsel in commercial litigation

C.Ensuring that the company complies with applicable rules, regulations, and codes of corporate governance

D.Approving the annual budget and capital expenditure limits of the company

Explanation: Section 335(1)(d) of CAMA 2020 explicitly mandates the secretary to assist in ensuring that the company complies with all applicable rules, regulations, and codes of corporate governance.

6Under the Nigerian Code of Corporate Governance (NCCG) 2018, the Company Secretary should have a primary reporting line to which of the following?

A.The Managing Director / Chief Executive Officer (MD/CEO)

B.The Board of Directors through the Chairman

C.The Chairman of the Audit Committee

D.The External Auditor

Explanation: NCCG 2018 Principle 8.1 recommends that the Company Secretary should have a primary reporting line to the Board through the Chairman, though there may be a secondary reporting line to the MD/CEO for administrative matters.

7Which of the following processes is the Company Secretary expected to coordinate for new directors under NCCG 2018 recommendations?

A.The negotiation of the directors' consultancy fees and salaries

B.The independent background verification of their asset declarations

C.The induction and onboarding program, as well as ongoing professional development

D.The evaluation of their personal credit reports and tax returns

Explanation: Under Principles 8 and 13 of the NCCG 2018, the Company Secretary is tasked with coordinating the induction and onboarding of new board members, as well as organizing their ongoing training and professional development.

8Within how many days must a company file a notice of change or appointment of a Company Secretary with the Corporate Affairs Commission (CAC) in Nigeria?

A.7 days

B.14 days

C.30 days

D.45 days

Explanation: Under Section 336 of CAMA 2020, a company must file a notice of the appointment or change of a company secretary with the CAC within 14 days of the resolution or change occurring.

9Which of the following registers is the Company Secretary NOT legally required to maintain under the provisions of CAMA 2020?

A.Register of Members (Shareholders)

B.Register of Directors and Secretaries

C.Register of Competitors' Financial Benchmarks

D.Register of Charges

Explanation: CAMA 2020 outlines statutory registers that must be kept at the registered office. There is no statutory requirement to maintain a 'Register of Competitors' Financial Benchmarks', which is a marketing or strategic management tool.

10How many days' notice in writing must be given for a Board of Directors' meeting under Section 266(1) of CAMA 2020, unless the articles specify otherwise?

A.At least 7 days

B.At least 14 days

C.At least 21 days

D.At least 30 days

Explanation: Section 266(1) of CAMA 2020 specifies that 14 days' notice in writing must be given for a board meeting, unless the company's articles state otherwise.

About the ICSAN Board Dynamics Exam

This practice exam covers the role of the company secretary, board composition, board committees, boardroom dynamics, and corporate governance codes in Nigeria.

Exam sponsor: Institute of Chartered Secretaries and Administrators of Nigeria. The requirements and fees below concern the certification or admission exam, separate from our free practice resources.

Assessment

100 multiple-choice questions

Time Limit

3 hours

Passing Score

50%

Exam / Certification Fees

Free

Exam sponsor website

Reported exam pass rate: ~75%. estimated pass rate This describes exam candidates, not OpenExamPrep users or results from using our resources. Exam sponsor website

Fees, eligibility, and exam policies can change. Confirm them with the exam sponsor before applying or paying.

Official sources

Official ICSAN Website

Our practice resources: topics covered

We aim to reflect publicly available exam outlines and topic information in our study resources. Coverage, format, and difficulty may differ from the actual exam, and we cannot guarantee that every detail is accurate or current. Confirm exam requirements, fees, and policies with the official exam sponsor.

20%

Role of Company Secretary

Qualifications, statutory duties, registry functions, and advisory relationship with the board.

20%

Board Composition & Effectiveness

Board diversity, independent directors, nomination procedures, and board evaluation programs.

20%

Board Committees & Responsibilities

Structure and mandates of statutory and board-level committees (Audit, Nom/Rem, Risk).

20%

Boardroom Dynamics & Relations

Managing conflicts of interest, executive-board relations, and constructive boardroom culture.

20%

Corporate Governance Codes in Nigeria

Nigerian Code of Corporate Governance (NCCG 2018), FRC guidelines, and sector regulations.

Preparing for the ICSAN Board Dynamics Exam

What You Need to Know

Passing score: 50%
Assessment: 100 multiple-choice questions
Time limit: 3 hours
Exam / certification fees: Free Official sources

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Frequently Asked Questions

What is the format of the ICSAN Board Dynamics exam?

The exam consists of 100 multiple-choice questions covering all five content domains.

What is the passing score for the ICSAN Board Dynamics exam?

Candidates must score at least 50% to pass the exam.

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