‘Government agencies should migrate to digital approvals to reduce corruption’
The President and Chairman of Council, Institute of Chartered Secretaries and Administrators of Nigeria (ICSAN), BODE AYEKU, in this interview with GLORIA NWAFOR, spoke on the need for government agencies to migrate to electronic approval platforms to reduce the high rate of corruption in the country. He also spoke on the need for the public sector to have compliance officers to help entrench corporate governance practices. With the COVID-19 pandemic, he talked about how organisations and government can adjust to the ‘new normal’ electronically, among other national issues.
How would you describe the level of adherence to corporate governance among institutions in Nigeria?
AS regards adherence to corporate governance, the private sector is doing extremely well, even though there is still room for improvement. In the past, it was individual companies dealing with each other, now there are platforms where senior executives meet to benchmark information-sharing on best practices. The role of corporate governance is for the best interest of the stakeholders, investors and the government because there is the need for sustainability of businesses, and the need to entrench corporate values for businesses to succeed.
The challenge with the public sector is that there is no code of governance yet. During the public hearing in 2016, some of the public institutions called for the need to amend the existing laws setting them up, as the points stated in the code would infringe on their statutory positions. However, the point the public sector should capitalise on pending the time when there would be a code for them is to ensure that every institution, agency and parastatal has a compliance officer who is a chartered secretary, to help entrench the practices of corporate governance. It is for their interest. If you know the roles reserved for the company secretaries in the existing code for the private sector, then you will know the reason why a compliance officer must be in the public sector. In the private sector, it is mandatory; you must have a compliance officer, a senior management staff, who is well-positioned with vast experience to give independent advice.
How prepared do you think Nigeria is to adapt to the ‘new normal’, especially with the poor electricity supply and expensive internet subscription?
In as much as no country prepared for COVID-19, this is the time to assess all the countries in terms of their ability to manage crises. This is calling on all sectors on the need for massive investment in Information and Communications Technology (ICT). But the major problem is with the public sector, as the private sector does not have much problem with that.
This is the time to migrate to digital archiving of documents, and retraining of staff. Such training is necessary for the government to leverage technology to eliminate corruption and reduce the spread of COVID-19. Also, massive investment in ICT would also be helpful in electoral processes to eliminate compromise, ballot-snatching and mishaps with transporting ballot boxes. COVID-19 has brought about a change in mindset and the way things are done. When you take away physical interactions and you say deal with us electronically, many issues with corruption, compromise, unethical practices and bureaucracy would be done away with. I would expect the government to this year say they are investing in training its staff on ICT and migrating to digital stores, which would enable access by anyone in any part of the world. Even as the government proposes closure of the 3rd Mainland Bridge for six months from July, I urge businesses to put in place facilities that would enable employees to work from home. This will help to reduce health challenges resulting from long hours in traffic by commuters. Emphasis should move away from presence and focus on productivity.
What advice do you have for the government at this period to help Nigeria overcome the travails associated with the coronavirus pandemic?
It is for the government to faithfully implement the Economic Sustainability Plan (ESP) that has just been submitted. There must be a concerted effort to reduce the cost of governance. If you do not have control over your income, you must have control over your expenses. This will help the government stabilise even with meagre resources.
I also advise that the government should develop the agricultural sector. There must be concerted efforts to embark on import substitution. I expect that we have a massive investment in agriculture to enhance local production with its enormous multiplier effect on the economy. This is beneficial to improving the nation’s gross domestic product, attached with receptive regulatory agencies to support the system, and doing their surveillance online.
Also, the benefits of COVID-19 to organisations are yet to be tapped; travelling for meetings will be reduced with the help of virtual meetings, time would be spent productively and health-related issues will improve because nobody would travel unnecessarily. There will be more free training programmes for employees willing to learn to bring in their best to their organisations
What are the measures Nigeria can take to improve her rating, and ensure businesses are sustained, given the benefit accruable from enhanced ease of doing business?
Ease of doing business is an ongoing project and it is good that the government is concerned. Requests by the private sector to the government are to put in place a conducive environment for businesses to thrive. Nothing distorts the private sector than unpredictable government policies or the reversal of policies at will. There must be alignment and sound collaboration among all agencies of government to improve the ease at which business operations are run and handled in the nation. There is no way there could be ease of doing business if we still rely on a manual way of handling relationships with stakeholders.
Another thing to consider to improve investment is the need to respect the rule of law. Investors are visitors, and they appreciate an environment that is conducive for business and respect for the rule of law. All agencies of government should be compelled to migrate to e-approval platforms to reduce corruption, as there will be no room for interactions. With COVID-19, while organisations are trying to adjust to the new normal, if agencies still request for manual, it means they are still working on the old abnormal. There is a need for the government to adjust to the new normal electronically. That is the change of mindset we need. Nigeria can actually move closer to 50 on the ease of doing business ranking.
On the new name proposed by the Institute, what is the approved name, and what is the rationale behind this?
The role of chartered secretaries has evolved over time, from being chartered secretaries and administrators to governance professionals. External stakeholders have known us as governance professionals. We have decided to now move with the expanded roles. Globally, that is the trend. We have changed and approved the resolution to become the Chartered Governance Institute of Nigeria. We will still act as secretaries, administrators, and also act our expanded role as governance professionals. This name change has been done by our contemporaries in other countries such as South Africa, the United Kingdom, Canada, and others to accommodate the evolved roles and expanded scope of secretaries.
What are the issues evolved around corporate governance in Nigeria, and how can it be used to fight COVID-19?
Basically, issues of corporate governance are accepted and tested principles globally, which are centred on Transparency, Fairness, Responsibility and Accountability. With COVID-19 that has destabilised all structures in place, corporate governance principles when implemented can actually be used to reset and restart operations properly. Companies and customers that entered into various contractual obligations before the pandemic come together through transparency to address issues caused by the pandemic.
This is not the time to count losses or apply force majeure, as parties must responsibly put issues on the table, address it transparently, as there would be life after COVID-19 and relationships must not be destroyed. Empathy and fairness must be employed by both employers and employees, as this would encourage loyalty by the end of the pandemic. There should be a mutual agreement between employers and employees. Personal interest should not overrule the larger organisation.
There are high incidences of unclaimed dividends that have run into billions of naira. What is your recommendation to avoid them being diverted?
Huge volume of unclaimed dividends is a matter of concern to the Institute. There are certain reasons for the increase. The e-dividend mandate by the Securities Exchange Commission (SEC) has been working effectively. My proposal, which I want the regulatory bodies and stakeholders to implement is that a simple form should be designed whereby the shareholder will list all the companies where there are outstanding unclaimed dividends and submit to one registrar, then the registrar electronically submits to the next, all within a time frame. If that is done, not less than 30 per cent unclaimed dividends would be claimed by the shareholders. It is just like a one-stop-shop.
I recommend that companies should continue to publish the amounts of unclaimed dividends in their annual reports, while the ones which were returned to companies should be properly monitored by the Securities Exchange Commission to avoid diversion. They must make efforts to synergise and simplify the process across the board. Failure to keep accurate and reliable members’ register should not only lead to confusion of members/shareholders disaffection, but also to punitive payment of fines. It is trite that members register is such an important statutory document that must be handled efficiently. It is important to focus on retail investors to get the capital market right and the need for a solution on identity management for settling unclaimed dividends.
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