GOOD CORPORATE GOVERNANCE : STRATEGIC TOOL FOR FIGHTING CORRUPTION

   As has been long expected, the gale of sacks and replacements in the public sector organizations and institutions has finally arrived on shore . The boards of all government institutions, corporations and agencies have been dissolved over the media, no time for hand over, no time to say good bye. As it was in the beginning so it is now. As it happened in Obasanjo's time, so it in Buhari's time. The boards were not appointed to achieve anything except as compensation, so they could be dispensed with any how! Then the heads of Agencies are are being fired, one a day, and new ones are being hired almost instantaneously. As it is now, so it was not in the past. As it was in Jonathan's time, so it is not in Buhari's era. Way back, people were fired, then the positions left vacant or people were appointed to act and it took a long time to appoint substantive replacement. But today, people are sacked and are replaced immediately, no time for lobbying, no time to prevaricate. Good change.

   Expectedly there is excitement following these changes. People are excited for different reasons. Some are happy that their own 'people' are being appointed. Now their own 'turn' has come. Some are happy that their 'enemies' are being removed, those who refused or neglected to help them while in office. But many of those excited are happy to see the 'corrupt ' officials go, perhaps hoping that the newly appointed 'saints' will not be corrupt or that they will perform much better. I can understand these emotions and expectations. But this is not the first time, we have witnessed these emotional swings and expressions of high hopes. From the days of the military rule and particularly in the last 16 years of civilian democracy, we have seen several cycles of these sacks and appointments. And if the truth, must be told, after the initial excitement and emotions, we have largely been disappointed with the performance of many of these 'wonderful' appointees, and soon after began to wish for their removal or sack.

 The failure of many of these 'wonder kids' to meet our expectations, both in job performance and in integrity have been due to many factors which range from wrong choice of appointees,many times arising from political bias or nepotism or crass lack of experience or relevant skills for the new assignment. Some times it could be due to character deficit and at other times it could be due to other structural, organizational and environmental challenges, some beyond the control of the new office holders. But, if you ask me I will say that one major cause of the poor performance of many of the public sector agencies and institutions and the generally high corruption perception in these organizations  is poor corporate governance practices.

  Corporate Goverance is concerned with the diligent oversight of the what the management does in any organization. It is involved in setting the strategic direction of an organization, setting out the vision, mission, strategic objectives, processes, systems and the values that define the corporate culture of any organization. It defines the contributions and roles of all the stakeholders in the organization and ensures that each stakeholder's interest is protected. It measures the performance of the senior executives of the organization especially that of the chief executive officer( Director General, Executive secretary or whatever name, he or she is called). It has the responsibility to hire and fire the Chief executive and to plan succession. It ensures that the resources of the institution are applied judiciously to the business of the organization and that Management is not only held accountable, but is prevented from abusing their offices through regular internal audit and external audit and regular reporting to regulatory agencies and to the shareholders.

  This job of ensuring good corporate governance is what the board of directors of the organizations, companies and agencies do. The major job of every board of directors is to ensure good corporate governance. Therefore if truly we want these new appointees to the top jobs in government agencies as we have seen recently in organizations like the NNPC, NCC, NIMASA, NPA etc , to achieve our expectations of them especially with regards to eliminating corruption, then one area we must look at,is the composition and functioning of the Board of Directors or commissioners of these organizations.

  From my experience, having served in some of such boards in the past, many public sector boards pay insufficient attention to good corporate governance. First is that the composition is often inappropriate. Many people are appointed for purely political reasons, no requisite experience on the subject matter, no understanding of what boards do and many never managed any serious businesses or organizations in the past. At one time I was made the Chairman of a state teaching hospital board and on my board were a number of market women, who were being rewarded for being loyal party supporters. They made no contribution to the discussions on the board on any matter, except when it came to the award of contracts or discussion on sitting allowances and such pecuniary matters. In some boards, I met very old people, who slept through the meetings and only woke up to move motions for adjournment. At other times, we had very busy politicians and executives who never read the board papers, always came late to the meetings and were always in a hurry to leave or force the meeting to end prematurely. Such boards could never enthrone good corporate governance to ensure that management was kept accountable.

   But I have also served in at least two public sector boards where corporate governance was at acceptable levels. One was the Nigerian Extractive Industries transparency Initiative( NEITI) and the other was the Subsidy Reinvestment and Empowerment Programme( SURE-P). There were a number of reasons these other boards were more effective in ensuring good corporate governance than the former. First was the leadership of the Boards. The Chairmen of these boards were carefully selected- men of character and conscience who were not only experienced but had reputation to protect. Secondly was that the boards were peopled by People with relevant experience ( Technocrats, Bureaucrats and Party people)in the subject matter and so they could understand the language of the management and the business of the organization. A number of them were politicians but they had fair knowledge of the subject matter. Third was that the board defined its role properly and separated corporate governance from corporate management. The board focused on corporate governance, allowing management to focus on corporate management. Fourthly, the boards developed a board charter or code of conduct that defined how it did its work, what was allowable and what was not. Fifthly, the boards subjected both the management's work and its own work to regular reviews and audits. Sixthly, every effort was made to improve the knowledge of board and management in their assignment through training and experience sharing. Seventh, the board ensured that the performance of the institutions they led presented reports regularly to the appointing authorities and to other third parties including civil society groups. Transparency was promoted as a culture.

   Soon the boards of the several public sector organizations recently dissolved will be re populated. And the politicians are waiting in the wings, since it has become the norm to compensate political party people and other supporters with board appointments, some 'juicy' and some not. It is not my intention to ask that such practice should stop in this treatise, but my request is that we should be more deliberate in choosing and constituting the boards. Let the right people be put in the right boards especially the board chairmen. Second, let these board members go through proper orientation to fully understand what their roles are and what their limitations are. Third, these boards must be subject to both internal and external reviews to ensure they are leaving up to expectations. They must sign up to a board chatter or code of conduct which is peer reviewed. This attitude that they have been appointed as compensation must be disabused and replaced with the attitude that they have been appointed to help the President achieve his programs and objectives.

  No matter how good and well meaning the President may be, he can not wage this war against corruption all alone. And no matter how effective EFCC or the ICPC may be, they can not effectively wipe out corruption in the public sector by acting after the event, because, they only act after the crime has been committed and only after if and when a petition has been written. If this war must be holistic, then we need to focus a lot more on the preventive side of the campaign. If all boards of public sector organizations can be made to enthrone good corporate governance, we would have found a strategic tool to prevent corruption in the institutions and should there be cases of corruption and abuse of office, the regular oversights and audits will readily reveal these for appropriate actions. President Muhammadu Buhari will need to recreate and extend his reach and influence and he could make the boards of the government institutions his ally in promoting performance and integrity.

 Mazi Sam Ohuabunwa OFR