Opinion
For Effecctive Corporate Governance
The society for Corporate Governance Nigeria recently organized a round table discussion on effective corporate governance in the country. This is in furtherance to the company’s belief that good corporate governance practices provide important framework for timely responses by company’s board of Directors to situations that may directly affect stakeholders’ value. It is also correct to note that the crisis that had overtaken the banking system had a lot to do with lack of effective corporate governance. In fact a study reported to have been undertaken by the Securities and Exchange Commission (SEe) confmned that code of corporate governance can only be found in about 40 per cent of the companies quoted on the Stock Exchange. Dr Christopher Kolade, ProChancellor of Pan African University, harped during the round table discussions on the need for the understanding of who really is an independent director; what really are the implications of having independent director on the board where the independent director is one who sits on the board based on proven expertise in a particular area which the board needs and who does not have any other relationship with the organization including even business relationship? The question of how much information should a company disclose as it is well known that if companies are not circumspect in this regard they could make disclosures that could be at the cost of their competitive advantage including the issue of the appropriate level and mix of remuneration came up for discussions during the round table discussions. The question of Corporate Social Responsibility ( CSR ) which was lately in the news as legislators attempted to enact a law that should guide companies in discharging this responsibility and more recent challenges regarding tightened disclosure rules and escalating criticism of management compensation, concerns about shareholders’ value were all x-rayed at the round table discussions.
The issue of effective corporate governance has been the focus of attention for some time now. In fact following the Consolidation Program the Central Bank underscored its concern regarding the on- going viability of banks in the country by the issuance of a code of Corporate Governance to guide all operators. Atedo Peterside also chaired a SEC group on the articulation of a code of corporate governance. It also remains a fact that the lack of effective corporate governance practices has been cited in the indictment of the board of the banks that recently came under the hammer of the Central Bank.
The problem with corporate governance in the country stems ab. initio from the fact that most company promoters do not conceptualize the company as a legal and autonomous entity that has an independent existence which could be sued and can sue on its own. Most promoters have seen companies as at best an extension of themselves. This is why most promoters would prefer a board that is docile and compliant that would glory in the fact of membership, simply go along, not ruffle any feathers, from which members of the board receive the perks of office and attend irregularly held board meetings. This mindset gave rise to the incidences of over concentration of powers on one individual who is designated as Chairman! CEO or Executive Vice Chairman; a practice which the CBN code of corporate governance has now pointedly prohibited.
Under this model the membership of the board is determined based on one form of primordial relationship or another and had very little or nothing to do with proven expertise and therefore anticipated contribution at board meetings. And this attitude lays the foundation for the lack of effectiveness of the board and we would dare to suggest that may be if it is not going to amount to overload that the Central Bank in addition to the approval it has to give for executive members of the 1?oard should also extend its approval to the non-executive members to correct this shortcoming. If the composition of the membership of board /s not taken seriously then all preachment in this regard will be in vain!
It is to change this attitude that has encouraged the emphasis on the percentage of shareholding which an individual member of the board could hold. At the moment for banks holding in excess of ten percent can only be allowed based on the express approval of the Central Bank and members of the same family are not encouraged to share the same board membership. But this restriction would seem not have amounted to much as promoters to circumvent this guideline proceed to recruit directors on proxy basis. The industrialised world does not concern itself with such issues but for them what is important is the separation of ownership from professional management. So attempting to foreclose the existence of one man banks might not be addressing the real problem. The number of member on a board should ideally not exceed 20 with the non executive members well exceeding the executive members.
It is also necessary that the board is made to be alive to its responsibilities particularly with regard to the preparation of strategic plan for the organization for which it must monitor implementation by insistence on receiving regular briefing on progress by management.
The board must also be sensitized regarding its responsibility with the formulation of policies to ensure that it does not engage in turf battles in areas which are purely operational and therefore under the exclusive purview of management. It is recommended that scheduled board meetings are held quarterly with materials for discussions at the board meeting sent out to board members at least a fortnight before the date of the meeting. In this era when board membership carries vicarious responsibility board members are better advised to ensure that the company carries out its functions in a legal and ethical manner. The board must not attempt to complicate life for the regulator by not adhering strictly to guidelines and by not responding positively to the request for submission of accurate and timely reports as might be demanded by the regulator.
The board has the responsibility to ensure that top level succession plan is in place. One of the acid tests for a truly independent board is whether it has the ability and enjoys the freedom to closely monitor the activities of the Managing Director, determine the scale of remuneration he enjoys and able to fire him should the need arise. On remuneration the board must· pay adequate and compensating fees; sitting allowances and other periodic fees to the directors for the expertise and direction it is able to make available to the organization. Remember if you pay peanuts; you get monkeys! Of necessity the company must do some regular work through some board committees. In banking these committees are usually the Credit Committee, the Audit Committee and the general purpose Committee. The Chairman of the board should not sit on any of the committees which ideally should be populated with the non executive members of the board. The Audit Committee must be composed with individuals of high integrity, independence and proven competence. The board must imbibe the culture of attendance to regular training and education to keep members abreast of cutting edge developments and the board must regularly subject itself to self appraisal employing the services of independent consultants.
Chizea wrote from Lagos.
Boniface Chizea
Opinion
Nigeria’s Electricity Sector: Need For Restructuring
In mid October, 2024, our national electricity grid suffered three collapses just within a week, throwing many states of Nigeria in total blackouts. Right from independence, Nigeria has always set agendas for attaining steady electricity, but ends up failing to achieve that noble objective. The perennial challenge of providing reliable electricity across Nigeria is however no puzzle beyond humans, yet the sector remains backward, notwithstanding series of reforms and public expenditures. But at the centre of the failures from all past reforms, is a common factor – the reluctance by government, whether deliberate or inadvertent, to extricate itself from the operational lines of the business. The presence of Nigerian government in any business process, especially where it monopolistically occupies vital operational linkage, has proven to create bottlenecks that stifle efficiencies, and defeat the overall objectives.
This was evident in the telecommunications sector, as it is in the petroleum and power sectors. Take for instance, the current policy framework that overshadowes electricity business across Nigeria, where in the name of privatisation, government deliberately butchered off, and separately sold vital organs of the national electricity industry, in an arrangement where the generating companies (GenCos) do not have licences to transmit and distribute generated power, and distribution companies (DisCos) have no licences to produce the sole commodity they sell, while the federal government through the Transmission Company of Nigeria (TCN), monopolistically retains transmission trades between GenCos and DisCos.The insertion of TCN between the private businesses of power generation and distribution, destroys benefits derivable from privatising electricity productions in Nigeria.
With the GenCos and DisCos answerable to the separate managements while the TCN reports to the Federal Ministry of Power, Works and Housing, it is obvious that the unbreakable chain of commands needed for seamless business operations was designed for disarray. Besides, government also solely holds the stakes in gas supplies needed for much of Nigeria’s 16,384 MegaWatts installed capacity. Due to inadequacy of gas supplies, the GenCos produce about 8,415MW, out of which, due to TCN’s inefficiency, only about 4,000MW get to DisCos. However, among the three loosely bound entities in Nigeria’s unholy marriage of electricity production, the GenCos appear more upbeat at investing for increased capacity but are dragged by delivery challenges from the TCN on the one hand, and poor revenue returns from the DisCos, on the other.
The failure of TCN to deploy modern surveillance and field data acquisition technologies to maintain network reliability, has left its facilities prone to vandalism. It does not encourage GenCos who take the major production risks that they can not deal directly with consumers. In the prevailing situation in which DisCos, being closest to power consumers harvest the collective revenue, the opaque nature of that crucial assignment as currently being conducted, gives room for under-reporting.The electricity business like any other, should project transparent prospects of profits to inspire undertakings in investment risks, and it is only operational frameworks that assure investors of end-to-end process integrity that can encourage the deployment of total commitments. Discos’ obvious reluctance at metering, nor upgrading distribution facilities for efficiency, gives no incentives to GenCos to increase investments in power generation.
It does not also help that TCN’s Market Operations (MO) department passes revenue trickles from DisCos, unto GenCos without enforcing collection transparency on the former. Most of Nigeria’s electricity transmission network infrastructure were installed more than 50 years ago. Since inheriting the transmission assets in the 2005 privatisation, and further restructuring in 2013, TCN’s Transmission Service Provider (TSP) department which is responsible for grid construction and maintenance has not done much to expand network capacity in readiness for increased generation. Neither has its System Operations (SO) department, responsible for stabilising operations, upgraded its frequency management and switching capabilities, but still relies on manual switching instead of investing in Supervisory Control and Data Acquisition (SCADA) systems that respond swiftly to changing grid frequencies.
It was not surprising therefore that a usual process fluctuation that came from uploading increased power generation into the national grid had overwhelmed SO’s manual switching capability, leading to the grid collapse of October, although Minster of Power alluded to the fact that the inability of TCN’s aged infrastructure to absorb extra power caused explosions at Jebba sub-station, leading to instabilities that collapsed the grid. Which ever be the case, the buck stops at the TCN, and by extension at government. One may then question the benefits derivable from contracts signed by the Buhari administration with Siemens of Germany in 2019. System automation is undeniably the core expertise of Siemens, and the deployment of the company’s switches would have handled grid fluctuations to prevent any collapse. Despite the huge budget allocations that go into the ministry of power, it is obvious that government processes – encumbered by bureaucracy, politics, paucity of funds and lack of business savvy – is entangling TCN’s abilities at keeping pace with its private partners.
So why should government create such a clog in the wheels of progress? Moreso, it has never been known that government declared financial profits from its years of investments in the power sector, nor are the social benefits apparent. Rather than hold unto an asset that continuously drains scarce finances at no benefits, while creating bottlenecks to processes, government should completely hands-off the industry, focus on its regulatory roles, and draw tax accruals. According to estimates by the World Bank, the failure of reliable power supplies in Nigeria costs yearly losses of $29 billion to companies who had to produce their own power, and is a major reason most companies close down in the country, or have migrated elsewhere, despite our human resource potentials and Nigeria being a huge market. The current Nigeria Electricity Supply Industry (NESI) structure, in which government-owned TCN is sandwiched between disunited GenCos and DisCos, is causing conflict of interests, unsustainable and ensures a tie of stagnation.
The electricity production framework should be restructured, even if it means partitioning the national grid, into a form that gives power companies combined and seamless abilities to generate, transmit and distribute power directly to their consumers, as being experimented by the Geometric Group in Aba.
Joseph Nwankwor
Opinion
“Ye Are Gods”: A Contemporary Review
The phrase “Ye are gods”,as contained in Psalm (82:6) and reiterated by Jesus in John (10:34), has been a major source of controversy in humanity. Taken alongside the biblical assertion “God created man in his own image and likeness” (Genesis 1:26) it sums up to Rev STK Appah’s posit that “what is in the original is in the creation”. Over the years, divergent views have been adduced on this contentious issue, which violently tugs at the roots of our belief system. Come, share my thoughts. In a one-man live-in protest over a discriminatory housing policy at Murray State University, Murray, Kentucky, USA, I occupied the six-floor Hart Hall (men’s hostel) during Thanksgiving Holiday of 1974. At the end of that effort, I wrote a poem titled “Why can’t we live together” and an article and submitted both to Murray State News, the university newspaper. The article, which vociferously decried the policy, was published with the title “Student Speaks Out” on December 6, 1974, but the poem was not. The essence of the poem said: “Some Beings are watching us to see how we get on/Let’s pull forces together and live in oneness”.
My take on the rejection of the poem was the fact that, irrespective of President Eisenhower’s triple liaison with aliens in New Mexico in 1954 and the strange crash on July 7, 1947 at Roswell, New Mexico, Americans were living in denial of an advanced civilization in the cosmos. Sadly, humanity still lives in that denial. In 2006, I wrote “In His Image and Likeness: Pondering Over Creation and the Divine Essence”. Drawing from the scriptures, I contended that “man is of equi-potentiality with his Creator who is not the multi-Omni Spirit Being…[and that] in the endlessness of eternity, man will also create in his image and likeness”. At the heels of the article, which was published by MELINTAS—Journal of Philosophy and Religion at Parahyangan Catholic University of Indonesia, I received fifty-eight hate mails and twenty-nine support mails. The hate mails pronounced the equivalent of fatwa on me; one of the support mails commended my “liberated mind”.
Today, Geoffrey Hinton, the acclaimed Godfather of artificial intelligence (AI), has quit his job at Google and has warned humanity of the dangers of AI. Asked if humanity knows what it is doing with AI, Hinton offered a definitive “No” and added that “We may have created something more intelligent than us”. Hinton furthers that AI can understand, has intelligence and experience and can make decisions on its own based on those experiences “in the same sense as humans do.”. The scary part is that Hinton thinks that, in time, AI will become conscious of its existence, rewire its circuits and become more intelligent than man; then, humans will become the second most intelligent beings on earth. Meanwhile, Elon Musk says that his “Citigirl”, an AI with the capacity of incubating and delivering a baby, will hit the marketplace in 2026. These are godly feats.
The above is reminiscent of the allegory of Tower of Babel. The Creator in the Babelian episode was surprised and sufficiently threatened by man’s exploits hence the infliction of the scourge of linguistic plurality on the human brain. Notedly, this fear-induced act of self preservation by the Creator, introduced conflict amongst the hitherto monolingual Babelian workforce that worked harmoniously towards building “a city, with a tower that reaches to the heavens” (Gen 11:4). The truth remains that, in the universal context, we are dealing with a hierarchy of Gods and there are millions of inhabited planets in the Cosmos; Jesus alluded to this thus: “In my father’s house there are many mansions” (John 14:2). Planet earth is just a tiny little speck of sand on the sprawling beach of creation. The fear of the capacity of AI and the regret expressed by Geoffrey Hinton are reminiscent of the Creator’s expressed regrets for creating man (Genesis 6:6) and palpable fears at Babel (Genesis 11:1-9).
It is also a reminder of Dr. Frankenstein’s experience with the monster he created. So, it is asked: Is humanity at the verge of an encore of the Babelian exploit? If so, is the Creator likely to intervene? AGAIN?! Man is certainly at the threshold of a profound experience. All said, man has reached a major milestone in his quest to “dominate his environment”. However, he has toed the path of perdition. Here, Thomas Paine’s philosophy of “doing good” as a religion and “the world” as his country is the required mindset for humanity. Taken alongside the Humanist school of thought and the objectives of Universal State of Earth (USE), perhaps man will find global harmony and depart from his self-destruct trajectory. The Creator of man is not the multi-Omni Being . Man’s Creator is the plurality that created in their image and likeness at Eden; they may be the same ones that were surprised and scared at Babel and the Lords of Ezekiel’s encounters.
The larger picture is that we are gods and can also create in our image and likeness. Man is much more than he realises. Given the elasticity and rewireability of the brain, man is yet to achieve the godly potential of his God-given brain. So, “Let’s get forces together and live in oneness” by putting our lights on and training our children to leave their lights on. That way, we would transcend matter, heal the world and take our proper place in the universal hierarchy of gods.
Jason Osai
Osai wrote in from Port Harcourt.
Opinion
Child Rape: A Global Menace
Child rape is a profound human right violation that inflicts lasting physical, emotional, and psychological scars on its victims. Among the most vulnerable groups, the girl-child faces a disproportionate amount of sexual abuse globally, reflecting deep-rooted societal, cultural, and systemic failures. Despite international laws and local measures aimed at protecting children, rape and sexual violence against girl-child remain a pervasive problem in many parts of the world, as it is alarmingly prevalent worldwide. According to data from the World Health Organisation (WHO), one in four girls experiences some form of sexual abuse before the age of 18. This abuse occurs across all socio-economic, cultural, and geographical divides. The underreporting of sexual violence against children, fueled by fear, stigma, and victim-blaming, makes it difficult to grasp the true scale of the problem.
Reports from organisations like UNICEF and Human Rights Watch highlight that in some regions, girl-children are specifically targeted due to the belief that they are “pure” or “virgin,” making them more vulnerable to cultural myths that suggest intercourse with a virgin can cure diseases like HIV/AIDS. These deeply harmful beliefs exacerbate the risk for young girls, particularly in countries where educational and legal protections are weak.A range of factors contributes to the high incidence of rape against girl-children, many of which are embedded in patriarchal and misogynistic beliefs. In some cultures, girls are viewed as inferior or subservient to males, making them easy targets for exploitation. The normalisation of gender-based violence in some communities means that abuse often goes unnoticed, unreported, or unpunished. Child marriage, which remains prevalent in some parts of Africa, Asia, and the Middle East, is another contributing factor.
When girls are married off as children, they are often exposed to sexual violence under the guise of marital relations. These young brides, who are typically powerless in these situations, often endure repeated sexual abuse from their significantly older husbands.Additionally, in conflict zones, girl-children are disproportionately affected by sexual violence, used as tools of war by armed groups to terrorise communities. Such exploitation results in severe trauma and long-lasting consequences for victims. Rape and sexual abuse leave devastating effects on a girl-child, both physically and mentally. Physically, young girls are not developed enough to handle sexual intercourse, leading to severe injuries, infections, and even death in extreme cases. Many victims also face long-term reproductive health issues, including infertility, sexually transmitted infections (STIs), and complications in future pregnancies.
The psychological toll is equally profound. Victims often suffer from depression, anxiety, post-traumatic stress disorder (PTSD), and other mental health conditions. The stigma associated with sexual violence further isolates them from their families and communities, leaving them vulnerable to further exploitation or abuse. The educational consequences are also significant. Many victims drop out of school due to the trauma, fear of facing their abusers, or the stigma attached to rape. This creates a cycle of poverty and dependence, further reducing their life chances. Access to justice for child rape victims is often fraught with challenges. In many countries, laws around sexual violence are outdated, under-enforced, or not well understood. Law enforcement agencies frequently lack the training or resources to handle cases of child sexual abuse appropriately, leading to further victimisation during investigations.
In some cases, cultural practices such as “settling” rape cases between families, or forcing victims to marry their rapists, prevent victims from receiving the justice they deserve. This, not only robs the victim of justice but perpetuates a culture of impunity where perpetrators feel empowered to commit further acts of violence. Additionally, the social stigma surrounding rape prevents many girl-children from coming forward. Fear of blame, retaliation, or being ostracised by their communities often keeps victims silent, allowing abusers to continue their crimes unchecked. Internationally, the United Nations Convention on the Rights of the Child (UNCRC) and the Sustainable Development Goals (SDGs) both call for an end to all forms of violence against children, including sexual abuse. Organisations such as UNICEF, Plan International, and Save the Children, have been instrumental in raising awareness, supporting survivors, and lobbying for stronger laws and protections.
On a national level, many countries have taken steps to strengthen legal frameworks to protect children from sexual violence. Child protection laws, survivor-centred legal reforms, and harsher penalties for offenders have been introduced in several countries. However, effective implementation remains a challenge in many places due to corruption, weak legal systems, and deep-seated cultural barriers. To truly address the epidemic of child rape, a multi-faceted approach is needed that tackles the root causes of the problem. Education and Empowerment of girl-children can go a long way in preventing rape cases in the society. Educating girls about their rights, providing them with life skills, and empowering them to speak out against violence are crucial steps in preventing abuse. Equally important is educating boys and men about consent, respect, and gender equality to shift harmful patriarchal norms.
Girls and women need stronger legal protection to escape some of the rape cases that occur regularly. Governments must prioritise the implementation of robust child protection laws, ensuring that law enforcement agents are well-trained and sensitised to handle cases of child rape. Special courts for handling cases involving children, victim support services, and protective measures should be readily available to survivors. If we have to curb child rape menace, community engagement must be included in the process. Engaging communities to change attitudes toward girl-children and dismantling harmful gender norms is essential. Community leaders, religious figures, and educators can play a pivotal role in shifting mindsets and promoting zero tolerance for violence against children.
Furthermore, there is the need for support for survivours of rape. Comprehensive support systems for survivors are critical for the rest of their lives. These include access to psychological counselling, medical care, legal aid, and safe spaces where victims can heal and rebuild their lives. Schools should also provide supportive environments to help victims continue their education without fear of stigma or discrimination. Global Advocacy and Accountability from World Health Organisation (WHO), UNICEF, and other relevant agencies should as a matter of fact continue to create more awareness and sensitisation on the need to save the girl-child. International organisations and governments must continue to advocate for the protection of children’s rights, ensuring that perpetrators are held accountable. Monitoring mechanisms, transparency in legal proceedings, and collaboration between countries are key to fighting transnational issues like child trafficking for sexual exploitation.
It is worrisome to note in the 21st century, as the world is a global village, fully digitalised, when the girl-children should be allowed to showcase their potentials, instead they are trafficked to do jobs that will harm their lives. Parents particularly, should have the number of children they can cater for. They should also pay attention to the ones they have. Moreso, the boy-children and the men should be sensitised on the need to stop the menace. Rape and sexual violence against girl-children are some of the gravest injustices of our time, robbing millions of their childhoods and futures. While progress has been made, there is still much work to be done to protect the most vulnerable among us. It is only through collective action, from governments, communities, families, and international organisations, that we can create a world where girl- children are safe, empowered, and free from violence.
By: Perpetual Izuegbunam
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