Section 209, The Companies Act, 2009

(1) There shall be a rebuttable presumption in favour ofany person dealing with the company that all persons who are described by the company as directors, whether as executive or otherwise, have been duly appointed. (2) Any person not being a duly appointed director of a company– (a) who holds himself out or knowingly allows himself to be held out as a director of that (b) on whose directions or instructions the duly appointed directors are accustomed to act, shall be subject to the same duties and liabilities as if he were a duly appointed director of the company. (3) Nothing in subsection (3) shall derogate from the duties and liabilities of the duly appointed directors, including the duty not to act on the directions or instructions of any other person. (4) If any person, not being a duly appointed director of a company holds himself out, or knowingly allows himself to be held out as a director of the company or if the company holds out such person or knowingly allows the person to hold himself out as a director of the company, the person or the company, as the case may be, shall be guilty of an offence and be liable to a fine not exceeding Le8,000,000.