Board of directors and corporate governance in Nigeria

ABSTRACT

The board of directors of a company is a very important organ not only

responsible for management but also for adopting good corporate governance

and practice in the company. This paper discussed and analyzed with the aid of

comparative law, the Code of Corporate Governance in Nigeria and its effect on

the board structure, the role, effectiveness and duties of the non-executive

directors (NEDs) and how their independence can be assured, guaranteed and

monitored to enhance the board’s effectiveness, ensure full compliance with the

codes of corporate governance. The regime of compliance and regulation is

extremely weak and a case is made for a specialized regulator agency to monitor

compliance with the codes, upgrade standard and harmonize the different

codes.