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A Shareholder Ordinary Resolution is a crucial corporate governance tool in Nigerian business law, used to document and formalize decisions made by company shareholders that require a simple majority vote. This type of resolution is specifically regulated under the Companies and Allied Matters Act (CAMA) 2020 and is used for routine corporate matters such as adopting annual accounts, declaring dividends, appointing directors, or approving standard business transactions. The document must include specific elements such as proper identification of the company, clear statement of the resolution(s), voting results, and appropriate certification. It's distinguished from Special Resolutions which require a 75% majority. The resolution can be passed either at a physical meeting, virtual meeting, or through written means, provided proper notice and quorum requirements are met. Once passed, the resolution must be filed with the Corporate Affairs Commission (CAC) within the specified timeframe to maintain regulatory compliance.

1. Company Identification: Full legal name of the company, registration number, and registered address

2. Meeting Details: Date, time, and location of the meeting, or specification that it's a written resolution

3. Attendance/Quorum: Record of shareholders present or participating, confirming that quorum requirements are met

4. Resolution Title: Clear identification that this is an Ordinary Resolution

5. Recitals: Background information explaining why the resolution is necessary

6. Resolution Text: The actual resolution(s) being passed, clearly numbered if multiple resolutions

7. Voting Results: Record of votes cast for and against the resolution

8. Certification: Formal certification of the resolution's passing, typically by the Chairman or Company Secretary