WEDNESDAY: 7 December 2022. Morning Paper. Time Allowed: 3 hours.

Answer ALL questions. Marks allocated to each question are shown at the end of the question. Do NOT write anything on this paper.


1. Explain FIVE types of company meetings. (5 marks)

2. Summarise FIVE considerations an organisation should make while selecting the technology for virtual meetings. (5 marks)

3. Highlight FIVE matters that may be discussed during the first board meeting of a company. (5 marks)

4. Evaluate FIVE corporate governance considerations by a company prior to listing in the securities exchange. (5 marks)

(Total: 20 marks)


1.  Identify FIVE parties that may petition a court to liquidate a company. (5 marks)

2. Assess FIVE circumstances under which a member of the National Assembly may move a motion for the removal
of the speaker or deputy speaker. (5 marks)

3. Explain FIVE objectives of insurance regulatory in your country. (5 marks)

4. Highlight FIVE details contained in the register of directors. (5 marks)

(Total: 20 marks)


1. Explain THREE circumstances when it is appropriate for a company to use a common seal on a document. (3 marks)

2. List FIVE factors affecting dividend policy of a company. (5 marks)

3. Describe SIX roles of the Board Secretary. (12 marks)

(Total: 20 marks)


1. Explain TWO circumstances that may lead members present at a general meeting to elect one of themselves to preside at the meeting. (4 marks)

2. You have been engaged as a Company Secretary for the provision of consultancy services to a members’ association where delegates represent members in the Annual General Meeting of the association.

Describe FOUR provisions you would include in the constitution of the Association to ensure that the members are protected from the arbitrary powers of the board of directors. (8 marks)

3. Appraise EIGHT steps necessary to develop a strong compliance strategy in an organisation. (8 marks)

(Total: 20 marks)


1.  The rules of a securities exchange shall, where applicable, support the self-regulatory functions of the securities exchange. With reference to this statement, highlight FOUR objectives of the rules of the securities exchange in relation to the self-regulatory function. (4 marks)

2. Discuss FOUR principles that govern the conduct of a Certified Secretary. (8 marks)

3. Examine FOUR demerits of paper share certificates. (8 marks)

(Total: 20 marks)

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