The Nigerian Code of Corporate Governance, 2018 outlines 28 principles intended to foster an improved corporate governance regime in Nigeria. Principle Six of the Code deals with Non-Executive Directors: “Non-Executive Directors bring to bear their knowledge, expertise and independent judgment on issues of strategy and performance on the Board.” A Non-Executive Director (NED) is described […]
‘Executive Directors support the Managing Director/Chief Executive Officer in the operations and management of the Company’.-Principle 5 of the Nigerian Code of Corporate Governance 2018 Executive Directors (EDs) are employees holding senior managerial positions in the Company. They have a dual relationship with the Company as Directors (accountable to shareholders) and as employees – members […]
“Leaderless teams are not unknown. The Orpheus Chamber Orchestra performs Beethoven symphonies without a conductor. Special forces conduct missions without a commissioned officer. Yet these are the rare exceptions. Virtually every team – whether a rowing crew seeking a championship or a company executing a strategy – requires a capable leader” . Boards That Lead […]
The Chairman of the Board is Primus Inter Pares (the first among equals or first among peers) on the Board of Directors and typically elected by the Board of Directors who also determine the period for which he/she is to hold office. The Nigerian Code of Corporate Governance, 2018, launched in January 2019 as a […]
A while back, putting together a Board of Directors was a lot like decorating a Christmas tree – the CEO would pick out a nice selection of glittering ornaments, then top off the tree with a flashy star (David A, Nadler, Beverly A. Brian- Building Better Boards: A Blueprint for Effective Governance 27”). This analogy […]
“The Code has been long awaited and it is my hope that it will play a unique role in enthroning higher standards of corporate governance and ethical practices in our business environment, helping to rebuild public trust and investor confidence in the Nigerian economy. The implementation of the Nigerian Code of Corporate Governance 2018 is […]
It has been argued that serving on multiple Boards afford Directors the benefit of diverse experience that impacts positively on their individual performance and that of the respective Boards on which they serve. The recourse to insight garnered by a Director from dealing with a particular problem on one Board would certainly come handy when […]
Culture is fundamental to the success or failure of an enterprise. The misconduct of a senior executive – or even that of a junior officer – in this era of social media can cause irreparable damage to the Company’s reputation. Underscoring the importance of Corporate Culture, Principle 1 of the Nigerian Code of Corporate Governance […]
In law there is no real distinction between the different categories of Directors. “It may be “unhelpful and even misleading to classify company directors as “executive” and “non-executive” for purposes of ascertaining their duties to the company or when any specific or affirmative action is required of them” – Re Elgindata Ltd. It is however […]
Sound corporate governance practices are essential for efficient, viable and sustainable growth of companies and institutions, including governments. An interesting definition of corporate governance is that which defines it as “a system of law and sound approaches by which corporations are directed and controlled, focusing on the internal and external corporate structures with the intention […]