SCHOOL OF MEDIA AND COMMUNICATION The Practice and Prospects of Corporate Governance in Africa Dr. Mike Okolo School of Media & Communication Pan-African University

PAN-AFRICAN UNIVERSITY Preamble Over four decades of discussion Came to the front burner in the last decade and half In Africa, it has also taken the centre stage and continues to receive a high level of attention.

PAN-AFRICAN UNIVERSITY Preamble cont Valuable lessons have been learned from the series of corporate collapses that occurred in different parts of the world in the early part of this decade. Africa is not left out of this trend Good corporate governance has therefore become a crucial issue in the agenda of executives, public institutions and communication practitioners. Incidentally, these collapses seem to go on abated Why???

PAN-AFRICAN UNIVERSITY Definitions No single one for corporate governance. ……prevention of theft…….. Ngaga et al., 2003 Refers to (Oman 2001) laws, regulation, and accepted business practice, which in a market economy govern the relationship between corporate managers and entrepreneurs (corporate Insiders) on the one hand and those who invest resources in corporations on the other hand.

PAN-AFRICAN UNIVERSITY Definition Some other prominent once however are by: –OECD: “a set of relationships between a company’s management, its board, its shareholders and other stakeholders, [which] also provides the structure through which the objectives of the company are set, and the means of attaining those objectives and monitoring performance are determined” –EU: “the system by which companies are directed and controlled”

PAN-AFRICAN UNIVERSITY Definition –Chris Ogbechie of Lagos Business School as: – The manner in which the business and affairs are governed by boards of directors and senior management, which affects how they: Set corporate objectives Operate the firm’s business on a day-to-day basis Meet the obligation of accountability to their shareholders and take into account the interests of other stakeholders Align corporate activities and behavior with the expectation that firms will operate in a safe and sound manner, and in compliance with applicable laws and regulations

PAN-AFRICAN UNIVERSITY CG in Africa In Africa, there has been a historical record of bad governance Improving the governance environment has been given a central place in various initiatives in the African continent Some of these have created avenues that will lead to a path of sustainable development

PAN-AFRICAN UNIVERSITY People Who Can Be Trusted CNN/USA Today/Gallup Poll Most Can Be Trusted Can’t Be Too Careful With Them SMEs75%22% CEOs of large corporation 23%73% Car Dealer15%81%

PAN-AFRICAN UNIVERSITY Public Thought on Perception of CG Adapted fromThe American Survey, July 2002.

PAN-AFRICAN UNIVERSITY Experience from Past Failures –Distinction between ownership from control –Intense corruption –Deliberate accounting fraud –Weak internal control –Activities of external auditors –Weak regulatory environment –Ineffective Board

PAN-AFRICAN UNIVERSITY Why is CG still prevalent in Africa? Prevalence of relationship-based institutions Feeble judicial systems Ownership still concentrated on a few dominant shareholders who directly control management Activities of corporate insiders and their allies etc

PAN-AFRICAN UNIVERSITY Some Pertinent Questions Do Top Executives of a Large Corporation Take Improper Actions to Help Themselves at the Expense of the Corporation? Are employees observing any violation of Law or Company Standards? Are regulatory agencies proactive about CG? Etc

PAN-AFRICAN UNIVERSITY The Importance of Good CG If a country does not have a reputation for strong corporate governance practices, capital will flow elsewhere. If investors are not confident with the level of disclosure, capital will flow elsewhere. If a country opts for lax accounting and reporting standards, capital will flow elsewhere. All enterprises in that country – regardless of how steadfast a particular company’s practices may be – suffer the consequences. Arthur Levitt, former Chair of the US Securities and Exchange Commission in December 2000

PAN-AFRICAN UNIVERSITY The Way Forward Nolan Principles 1.Selflessness 2.Integrity 3.Objectivity 4.Accountability 5.Openness 6.Honesty 7.Leadership Promotion of the culture of Self–Regulatory Organisation (SRO) Training - sharing of best practices through management exchange programmes, seminars and workshops Setting up independent control and compliance units or Chief Compliance Officer in the organisation Stricter auditing procedures Publication of annual compliance reports by an independent body

PAN-AFRICAN UNIVERSITY Conclusion “Economic performance of any country is shaped largely by the quality and effectiveness of the nation’s corporate governance” Former Governor of the Central Bank of Nigeria

PAN-AFRICAN UNIVERSITY Thank you for listening