ABSTRACT
This chapter undertakes a detailed discussion of the corporate enforcement regime in sub-Saharan Africa. It traces the historical development of company law in Nigeria, Ghana, Kenya, and Tanzania. Following that, it engages in a critical discussion of the private enforcement regime for redressing breaches of directors' duties. It discusses non-judicial enforcement mechanisms such as directors' removal, vote against the re-election of directors, shareholder engagement, and activism. It argues that these non-judicial enforcement mechanisms suffer from limitations which hinder their efficacy as an enforcement tool. Following this, the chapter examines private judicial enforcement, specifically corporate actions, derivative actions, unfair prejudice actions, and actions by insolvency practitioners. It critically analyses the nature, strengths and, more importantly, weaknesses of these private enforcement mechanisms. It argues that of the four judicial enforcement mechanisms, the most important and, potentially, most effective remains derivative actions. Consequently, it concludes on the note that derivative actions as an enforcement mechanism merit deeper attention, which will be provided in the next chapter.
