The Bureau of Public Enterprises (BPE) has rolled out a code of ethics for directors and alternate directors appointed on boards of privatised enterprises, in a new move to protect government interests in those entities, going forward.
The BPE now expects these directors and alternate directors to report to it, any concerns about unethical behaviour, actual or suspected fraud, or violation of the Enterprise’s Code of Conduct Policy in the enterprises.
The BPE also mandates them to refrain from intruding in administrative issues which are the responsibility of the management of the Enterprise, except to monitor the results and ensure that procedures are consistent with board policy.
They must also act within their authority to protect the legitimate interest of the Enterprise, the Federal Government, Shareholders and its employees, according to the document seen by BusinessDay.
The agency also expects that where the directors have concerns about the running of the Enterprise or a proposed action, they should ensure that these are addressed by the board, and to the extent that they are not resolved, insist that the concerns are recorded in the minutes of the board meeting.
The director/alternate directors must now ensure that their interaction with other board members and representatives of the company before a board meeting or a board function, are transparent, with no real or perceived indication of compromise.
They have also been mandated to declare any personal interest, relating to their duties on the board and should take steps to resolve any conflicts arising in a way that protects the public interest; and should always ensure to conduct themselves above board—both in appearance and perception.
Sources at the Presidency say the code is the brainchild of Alex Okoh, who was named the new director-general of the BPE on April 13, 2017.
Okoh had on assumption of office, pledged to ensure that privatised enterprises in the country give service to the generality of Nigerians.
He also vowed that his administration would work to sustain the positive image of the Bureau and also change the negative perception about the BPE in the execution of its mandate.
A key promise is to step up the post-privatisation monitoring activities of the Bureau, to ensure that owners of privatised enterprises live up to the covenants they signed with the Bureau, so that Nigerians could derive maximum benefits from the privatised enterprises.
“The code of ethics applies to the director sitting on the boards of privatised enterprises in which the FGN has equity or interest, and any such person that may be nominated to act as alternate director on the director’s behalf,” a source explained.
The BPE anticipates that the code of ethics will enhance the standards of corporate governance and corporate behaviour, with the intention to “establish a standard of ethical behaviour for the director/alternate directors, based on acceptable values and trustworthiness, in line with best practices.
“Uphold the spirit of responsibility in a manner that reflects the core values of the Bureau, that is, result orientation, transparency and integrity, commitment and diligence, accountability and teamwork;
“Curb corporate corruption by keeping the behaviour of representatives’ on the boards of enterprises under control, in order to prevent wrongdoing that could have adverse effects on both the enterprise and the Bureau; and
“Protect the interest of the FGN on the board and ensure compliance by the director/alternate directors, with the terms and conditions warranted in the various divestiture documents.”
Meanwhile, in nominating representatives as alternate director to privatised enterprises, the BPE director-general, will be guided by an “Overriding understanding that the role and mandate of the Bureau in nominating representatives to sit on the boards of enterprises, is one of public trust; as well as “Understanding of the objectives of the enterprise, in order to provide close supervision, monitoring and oversight of the FGN’s interests in these enterprises for the common good of the public.
The Bureau has put the tenure of an alternate director, so designated by the director, to be one year, though subject to renewal for a maximum of one more year, at the discretion of the director-general.
The Bureau also vowed to enforce these codes, stating that, “In the event that the director/alternate directors violate the terms of this Code of Ethics, the Bureau shall impose appropriate disciplinary measures for impropriety as contained in S.14 of the BPE Staff Manual. This would be without prejudice to the penalties imposed under the Corrupt Practices and Other Related Offences Act, 2000; Economic and Financial Crimes Commission Act, 2004; and any other relevant laws.
“In addition to the sanctioning regime contained in clause 14 of the BPE Staff Manual, the director shall withdraw the nomination of an alternate director found culpable of violating this Code of Ethics.”
Enforcement of compliance with the Code of Ethics will now form part of the monitoring mandate of the Anti-Corruption and Transparency Unit of the Bureau (ACTU) headed by a deputy director, and will be inaugurated on Friday, June 16, 2017 by the Independent Corrupt Practices Commission (ICPC).
Onyinye Nwachukwu, Abuja
