Targeting transparency and professionalism, the new corporate governance rules introduced by the Nigerian Communications Commission (NCC) have barred top officials of the commission from taking up roles in any telecom companies they regulate until five years after leaving office.

For emphasis, the new Corporate Governance Guidelines for the Communications Industry prohibit the Chairman, Executive Vice-Chairman, and Board Commissioners, both executive and non-executive, from being appointed to any position in a licensed telecom company until five years after their exit from the commission.

NCC said Directors would observe a three-year rest before they can take jobs with any licensee under the commission’s supervision.

In addition, the guidelines also strengthen internal checks within telecom companies by prohibiting any Board Chairman or Vice-Chairman from exercising executive powers or serving as MD/CEO of a licensee.

According to the new guidelines, former board chairmen or non-executive directors cannot become MD/CEO or assume other executive roles in the same company or its affiliates until five years .

After leaving their board positions.

NCC stressed that going forward, no more than two members of the same family may sit on the board of a licensee at the same time.

The telecom regulator said the policy aimed to promote transparency, accountability, due process, and ethical standards in the nation’s telecom industry, while fostering innovation.

The 24-page guideline showed that the rules apply to all communications companies holding individual licences and paying Annual Operating Levies (AOL), as stipulated under the AOL Regulations 2022.

The commission said it may adapt the application of the guidelines to different licence categories, and would communicate any phased compliance measures in writing.

The guideline further noted that the board of any firm in the sector shall consist of the Chairman, MD/CEO, ED, NED, and Independent Non-Executive Director (INED).

According to it, the number of NED shall be more than the Executive Directors on the Board and its Committees.

It said membership of the Board shall not be less than the five specified under these guidelines. The members of the Board of Directors of a licensee shall be appointed by its shareholders and include a minimum of two EDs, of which one shall be the MD/CEO.

The NCC said the number of Non-Executive members (excluding the Chairman) of the Board shall, at all times, in the minimum, be equal to the number of executive members. It disclosed that a minimum of one-third of the Board shall be Independent Directors.

The regulator said at least two NEDs, one of whom shall be an INED, shall have requisite knowledge and experience in ICT and/or cybersecurity.

It said the Chairman of the Board shall be an NED, who the Directors shall elect among themselves.

The guideline states that the Chairman or anyone designated as Vice-Chairman shall not, under any circumstances, exercise executive powers on behalf of the Board to become the MD/CEO of the licensee, while occupying the position of Chairman or Vice Chairman.

For the avoidance of doubt, the positions of the Board Chairman (or a Vice-Chairman) and the MD/CEO shall be held by separate individuals for proper checks and balances.