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How AfDB’s ethics committee is meant to work according to an ex-General Counsel

A former General counsel of the African Development Bank (AfDB) has come out in strong defence of the bank’s ethics committee which he helped to set up at the time he worked for the bank.

He also totally rejects attempts by any single shareholder of the bank to impose its will on the continental organization. Here is the full text of his position and we have chosen not to identify him.

As a former General Counsel of the AfDB and one who is familiar with the facts, processes, rules and policies of the institution, allow me to offer a few clarifications.

First, AfDB has 81 shareholders, 54 African countries and 27 Non-African countries, including all of the G7 countries. The largest shareholder in the bank is Nigeria.

Although the US is the largest non-African shareholder, I believe it is currently the 3rd largest shareholder after Nigeria and Egypt. Of course, it is the biggest economic power in the World, for now.

Allegations were made against the AfDB President. Let us leave aside for now the fact that he is a Nigerian or African.

It is generally believed that the allegations surfaced after it became clear he was going to be the sole candidate for the election this year, and it was inevitable he would be re-elected for a 2nd term.

There are internal processes for reviewing such allegations, and these processes are independent of the President of the bank.

The Ethics Committee, which I established as General Counsel, is a committee composed exclusively of Board members.

The General Counsel serves as Secretary to the Ethics Committee. The purpose of the Committee is to review allegations of ethical misconduct by Executive Directors (Board members) and the President.

It has powers to make recommendations in the case of the President to the Chairman of the Board of Governors of AfDB.

The Board of Governors is the highest decision-making organ of the AfDB. If after reviewing allegations, the Ethics Committee finds that the allegations are frivolous, it recommends that they are dismissed.

If it finds that they are not, it recommends to the Chairperson of the Board of Governors that they (the said allegations) should be investigated.

In this current case, the Ethics Committee’s recommendation was that the allegations were frivolous and should be dismissed, because they were not substantiated by the “whistleblowers” and some were patently ridiculous.

The Chairperson of the Board of Governors, who sits in a quasi appellate position in this process reviews the report of the Ethics Committee and decides to uphold the recommendation.

Now, the Ethics Committee has 3 African Executive Directors and 2 Non-African Executive Directors (all representatives of shareholders or member states). It is chaired by a Japanese Executive Director and the US Executive Director is a member.

Please tell me why from a corporate governance perspective one shareholder out of 81 shareholders should dictate a position different from that taken by independent oversight organs, simply because they do not agree with the conclusions of these independent oversight bodies?

We all know that the current administration in the US has a track record of intolerance for multilateral organisations and has sought to bully other nation states into accepting its position on issues in these organisations.

The most recent example being the WHO. Recently, the WTO Director General also had to resign, because of harassment by the current US administration.

As a former General Counsel and an international lawyer, as well as a believer in the rule of law, I strongly take exception to the US position.

I hope that the institution will resist this bully tactic and protect the AfDB from an unnecessary and potentially destructive corporate governance crisis.

Africa needs AfDB. We should stand up for what is legal, fair and just.

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