Many times when scandals happen in an entity,
particularly an entity established within the provisions of the Companies Act;
as a Governance Practitioner, the questions I ask myself are; where were the
governance checks and balances (Company Secretary, Governing body/ the board,
Auditor and ethical officer among others)? Why didn’t the internal or external
auditor pick up the dubious deals? Where was the company secretary? How
effective is the whistle-blowers policy of the company? Why did it take so long
for corruption to be detected?
The four mainly recognized governance checks
and balances positions are the;
CEO
Chairman
of the Board
Company
Secretary
External
Auditor
King IV in its own ways advocates for these
positions to be independent with the aim of promoting transparency and above
all to make ethical decisions. This is an international recognized control
system. In Namibia, many of the state owned enterprises (SOEs) are established in
terms of their respective parliament Acts, of which many are not compelled to
be formed as duly companies in terms of the Companies Act. Consequences of this
serious governance gap are evidently seen. When governance is compromised by
poor legislation, organizational structures and policies on it is own is an
inducement to corruption.
The other issues that disturb me a lot is the
fact that the Namibia Company Act (28/2004) provisions do not make it mandatory
for a company to have a company secretary. For us to curb corruption we first
have to strengthen our governance tools, and thereafter enjoy favorable
results. As a nation we could now learn from Enron, ESKOM or Steinhoff cases
and kickoff to sharpen, our governance tools like an artist sharpen a pencil
for a quality drawing.
By:
Onesmus K Joseph -
ACIS/BAP/CFIP/PPL
MPHIL Candidate - KNUST
(Kumasi; Ghana)
Governance
Practitioner
josephonesmus@yahoo.com
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