New Code of Corporate Governance Silent on Religious Bodies, CSOs

By Ndubuisi Francis in Abuja

The draft Nigerian Code of Corporate Governance put together by the Financial Reporting Council of Nigeria (FRCN) is silent on religious bodies, and civil society organisations, apparently signalling a shift from the controversy which trailed the previous code suspended by the federal government, last year.
In the  suspended law, the Financial Reporting Council of Nigeria Act, No. 6 of 2016, had prescribed a maximum period of 20 years in office for heads of registered churches, mosques and civil society organisations.

Following its implementation, the General Overseer of the Redeemed Christian Church of God (RCCG), Pastor Enoch Adeboye, had announced a new National Overseer for RCCG Nigeria on January 7, 2017.
On the heels of the suspension of the controversial code was the removal of the former Executive Secretary of FRCN, Jim Obazee, and  his replacement with Mr. Daniel Asapokhai.
At a public hearing on the draft Nigerian Code of Corporate Governance 2018, in Abuja at the weekend, Asapokhai said the new code was developed by a 15-member technical committee, which involved extensive consultative and collaborative engagement with a wide range of stakeholders and other regulators.
According to him,  “the Nigerian Code of Corporate Governance has adopted the ‘Apply and Explain’ principle, which requires companies to apply the requirements of the Code and to explain how they did so.”

The decision to adopt the ‘Apply and Explain approach, he said, was taken after careful considerations of several factors, including the Nigerian legal system, Nigerian culture and history, government policies, state of the Nigerian economy, global economic and political climate and levels of capital inflow of investments into the country.
The FRCN chief executive stated that the new code “shall apply to all public companies; whether listed or not, all private companies that are holding companies of public companies and other regulated entities, concessioned and privatised companies, and regulated private companies.”

By this classification, the draft 2018 Code is therefore silent on churches, mosques and civil society organisations, which triggered a major controversy in the suspended 2016 variant.
Asapokhai explained that the evolving code would be a marked departure from rule-based  to principle-based approach, adding that it is anchored on 28 principles.
The Code, he explained,  targets companies of varying sizes and complexities, which operate in diverse industries, including financial services, energy and natural resources, consumer and industrial markets and technology, media and telecommunications.
One of the hallmarks of the code, he pointed out, is flexibility.

According to the FRC chief executive, the Nigerian Code of Corporate Governance 2018 shall apply to all public companies; whether listed or not, all private companies that are holding companies of public companies and other regulated entities, concessioned and privatised companies, and regulated private companies.
The Nigerian Code of Corporate Governance 2018 was developed based on a comprehensive review of the suspended 2016 Code of Corporate Governance by a fifteen-man technical committee, and extensive consultative and collaborative engagement with a wide range of stakeholders and other regulators.
Series of public hearings on the draft code are being held across the six geopolitical zones to get the input of stakeholders.