Unifying Nigeria's Sectoral Corporate Governance Regimes Through A National Code Of Corporate Governance For The Private Sector

Undoubtedly, from the foregoing, it does appear that the FRCN has been imbued with the relevant powers to issue the new NCCG, and the issuance was done in compliance with the directives of the Honourable Minister of Trade and Investment.

THE PRIVATE SECTOR CODE

Applicability:

The Private Sector Code (the “Code”) is a mandatory[3] corporate governance framework to which all affected business organisations must comply and it is stated to be the minimum standard for corporate governance in Nigeria[4].

To this end, the Code is applicable to:

1. All public companies (whether listed or not);

2. All private companies that are holding companies or subsidiaries of public companies; and

3. Regulated private companies.

“Regulated Private Companies” are defined in section 40.1.14 of the Code[5] as “private companies that file returns to any regulatory authority other than the Federal Inland Revenue Service and the Corporate Affairs Commission, except such companies with not more than eight (8) employees)”.

Harmonisation of Sector-Specific Codes:

The development of the Code and the issuance of same has introduced for the first time, a harmonised and unified regime of corporate governance in Nigeria. The subsisting sectoral codes of corporate governance that have now been harmonized are:

• Code of Corporate Governance for Banks in Nigeria Post-Consolidation 2006;

• Code of Corporate Governance for Licensed Pensions Operators 2008;

• Code of Corporate Governance for Insurance Industry in Nigeria 2009;

• Securities and Exchange Commission (“SEC”) Code of Corporate Governance in Nigeria 2011;

  and

• Central Bank of Nigeria (“CBN”) Code of Corporate Governance for Banks and Discount Houses 2014.

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[3] Section 2.3 of the Code
[4] Section 2.2 of the Code
[5] Section 2.1 of the Code