Tag: King IV

Chief Justice Mogoeng Mogoeng, during his address at The Directors Event in Sandton, highlighted the issue of board and other leadership appointments in the public sector.

The recent announcement of President Ramaphosa’s new cabinet provides a good opportunity to reflect on the critical role of ministers in the governance of the public sector. The work we have done in the public sector over the years revealed some common governance challenges.

When boards of directors gather to discuss the top risks of an organisation, it may entail matters such as structurally high unemployment, labour unrest, exchange rate volatility, political uncertainty, unmanageable fraud and corruption, threats of new market entrants or even product stagnation. Whilst there are indeed many more topical risks that may be relevant to the nature of the organisation’s business and immediate environment, it is not common for a board to include the threat of their innovation and intellectual property (IP) being marginalised or lost.

Many organisations are reluctant to manage their ethics performance. Why? When leading practice has moved beyond the question of whether ethics can actually be ‘managed’ (taking it as given that it can), and huge efforts are underway getting the ‘how’ of ethics management right as well, it seems perverse to ignore this aspect of organisational life.

South Africa’s current woes are in large part a result of a large-scale breakdown in ethics (both personal and professional) and good governance practices. One only needs to look at the goings-on at Steinhoff, KPMG, Eskom, SARS and VBS Bank to see the impact that unethical behaviour, large scale looting and unchecked business practices have had on the South African economy and on South Africans, whose confidence in the leadership of this country and those in business is at an all-time low.

Remuneration and performance of boards of directors has been the subject of extensive conceptualisation and empirical research over many years. Internationally, most of this research has dealt with European and American based companies.

Recent news reports relating to the withdrawal of a non-executive director up for re-election due to his non-attendance at meetings for four years by Purple, a JSE-listed company, highlight one critical area of a director’s responsibility: the necessity to attend board meetings.

Management guru, Peter Drucker, is often quoted as saying, 'If you can’t measure it, you can’t manage [or improve] it'. Constructive feedback is integral to a process of development, growth and improvement, not least in an organisational setting, and especially in the case of boards of directors.

Cyber risks are evolving on a near daily basis posing countless threats to companies, and accordingly, directors need to stay abreast of legal developments to protect themselves and their companies in their fiduciary duties.

Over the years it became clear that financial statements on their own did not tell the whole story of a company’s performance. Companies therefore started reporting on their environmental impacts, employee-related issues and corporate social responsibility issues.