The Centre for Corporate Governance in Africa strongly
supports the following propositions:
- That effective corporate governance is the key to building
stable and healthy institutions in a nation. These institutions
include listed and unlisted companies, central government
departments and agencies, state-owned enterprises, regional and
local government organisations, family businesses, charities and
- That the essence of a board's, and a director's, role is to
drive their enterprise forward whilst keeping it under prudent
control. This 'director's dilemma' is irresolvable and needs,
therefore, to be reviewed regularly and rigorously by the board to
ensure the long-term health of the organisation to deliver each
director's Fiduciary Duty.
- That Corporate Governance compliance is necessary but not
- That Corporate Governance sufficiency comes from measurable
Board Performance - the adding of value through its work.
- That the long-tested values and behaviours of Corporate
Governance - Accountability, Probity and Transparency - are key to
the development of effective directoral attitudes and
- That the Board must ensure its supremacy in decision making for
the total organisation because in it resides ultimate
responsibility, accountability, liability and leadership.
- A director is 'always on'. Directing does not occur only around
the boardroom table.
- That the legal concepts of the following must always be
reinforced by our work: a director's Primary Loyalty which is to
the organisation as a separate legal entity rather than to those
who appointed him or her, the Independence of Thought of each
director, the need for Skill and Care in decision making, the
collective responsibility of the board, the Chairman as 'the boss
of the board' and the Chief Executive as 'the boss of the
- The Board must ensure its connectedness to the rest of its
organisation and must also ensure the necessary fast learning
systems which test the effectiveness of its Policies and
- The Board must develop effective Selection, Induction,
Evaluation, Development and Renewal processes to keep itself
healthy and diverse.
- At the Centre for Corporate Governance in Africa it is our
role to test, if necessary to destruction, through research,
education, publication and praxis, these beliefs. Our main focus is
on developing board effectiveness through reinforcing director and
board values, behaviours and their abilities to learn continuously
from their actions.