Many businesses take out insurance to mitigate potential risk exposures and uncertainties – such as flood, hurricane, fire, burglary, etc. They install security systems to safeguard against theft and other threats, and back up data to protect proprietary information. There is a tendency to get too busy with the day-to-day operations to the detriment of making […]
Given that Directors are effectively agents, appointed by the shareholders of the to manage the affairs of the Company, a Director must not allow personal interest to affect his or her independent judgment. When a director has an interest, which impairs or can reasonably be perceived to impair their ability to perform their duties and […]
A key responsibility of the Board is providing direction and defining the central idea of the enterprise. In this regard, it plays a significant role, working with Management in articulating corporate strategy. It thus has a responsibility for monitoring the execution and implementation of Strategy by Executive Management and will have to periodically undertake an […]
Directors owe their fiduciary duties to the Company as a whole and are expected to act in the best interest of the Company and not in the narrow interest of the stakeholders (typically shareholders) they represent. An independent mindset will enable the Director take a stand, when he/she is of the view that the company’s […]
Many businesses take out insurance to mitigate potential risk exposures and uncertainties – such as flood, hurricane, fire, burglary, etc. They install security systems to safeguard against theft and other threats, and back up data to protect proprietary information. There is a tendency to get too busy with the day-to-day operations to the detriment of making […]
A major responsibility of the Board is selecting the CEO. It must therefore ensure that it picks the right CEO and puts in place a succession plan that allows for smooth transition. With increased responsibilities and more stringent regulatory oversight, Boards need to ensure that they appoint CEOs who will allow them go to sleep […]
“Full and comprehensive disclosure of all matters material to investors and stakeholders, and of matters set out in this Code, ensures proper monitoring of its implementation which engenders good corporate governance practice.” Corporate Disclosures constitute an important aspect of Corporate Governance. According to Healy and Palepu, the main aim of corporate disclosures is “to communicate […]
“The establishment of a system of regular dialogue with shareholders balances their needs, interests and expectations with the objectives of the Company.” Principle 22, Nigerian Code of Corporate Governance, 2018 (NCCG). Shareholder engagement can be defined as a relationship building process that provides the Board of Directors and Management the opportunity to communicate with and […]
”General Meetings are important platforms for the Board to engage shareholders to facilitate greater understanding of the Company’s business, governance and performance. They provide shareholders with an opportunity to exercise their ownership rights and express their views to the Board on any areas of interest.” Principle 21 of the Nigerian Code of Corporate Governance, 2018 […]
“An effective whistle-blowing framework for reporting any illegal or unethical behavior minimizes the Company’s exposure and prevents recurrence.” Principle 19, Nigerian Code of Corporate Governance, 2018. Whistle-blowing is generally defined as the disclosure by members of an organization (former or current) of illegal, immoral or illegitimate practices under the control of their employers, to persons […]