In one of my many roles as facilitator for the Institute of Directors, I spend many hours with corporate leadership in both public and private sectors. While addressing the overall topic of the roles and duties of governing bodies and its members, both from a legal as well as a governance perspective, I motivate the need for ethical and effective leaders in our boardrooms. Pointing out that no corporate governance code on its own, no matter how well written or intended, will prevent the corporate failures we have been witnessing in the public and private sectors of our beautiful country. Human intervention is critical for its success and not just any kind of human intervention. Without intellectual honesty (a concept widely advocated by Prof Mervyn King, chairman of the King Committee on Corporate Governance) the so-called application of the principles of good governance will be a mindless tick-box exercise potentially causing more harm than good. Competent people and leaders with integrity are required, those that behave in a fair, responsible and transparent manner in all their dealings and who accept accountability for their decisions and actions or lack thereof.
In my teaching role, I explain the legal notion of the separate existence of any organisation, its utter dependence on the governing body as its controlling mind acting in its best interest and not in the furtherance of own interests. I elaborate in detail on the importance of an organisation being a responsible corporate citizen that considers the impact of its existence and activities on all its stakeholders, as opposed to focusing all its efforts on creating value for one group of stakeholders at the expense of others. All of these important notions I illustrate with real life stories, the good and the bad, from my journey of nearly 30 years through many a boardroom in this country while wearing very different hats – that of corporate lawyer, company secretary, governance advisor, director and many others.
Most of the times my audience responds with nodding heads, silently but seemingly in agreement with my plea for a fundamental change in the way we lead and manage our organisations and even our society. Only for a short while and then the “yes but” starts to raise its well-known negative voice. “Yes, but you don’t understand the pressure we are under from shareholders or from politicians.” “Yes, but you don’t understand how deeply engrained the corruption is in our organisation or our society.” “Yes, but we are too small to make a difference.” “Yes, but we will not secure tenders without paying bribes and facilitation fees.” “Yes but, yes but, yes but……!” Fingers are pointed at others – others must take action, take responsibility, be blamed for governance failures, be accountable. It is never me who needs to take action and responsibility and accountability. Then there is the convenient excuse that the level of corruption in our public
and private sectors is of such magnitude that change is impossible. And so, I listen to all the excuses.
The fact of the matter however is that if each one of us just start in our homes, our communities, our boardrooms, our spheres of influence to raise our voice for honesty and truth and compassion against injustice and lying and greed……it can change this country for the better, for us and for the next generation. It is time to take a stand…
First published in The Corporate Report, Juta, 2019
It is time to take a stand …
“Power corrupts the few while weakness corrupts the many.” – Eric Hoffner
ANNAMARIE VAN DER MERWE
Executive Chairman, FluidRock Governance Group