Balancing rules and flexibility for growth in Africa

This report examines frameworks of corporate governance for listed companies in 15 countries across Africa, comparing the requirements in place against those of the 2015 OECD Principles of Corporate Governance and KPMG’s Board and Governance Principles.


The report follows the research methodology of Balancing Rules and Flexibility: a study of corporate governance requirements across 25 markets (ACCA-KPMG, Nov 2014) which focused mainly on Southeast Asian markets and included the UK, US and Canada.

The new report now looks at 15 markets across Africa, with varying degrees of experience in economic growth, increasing population, and urbanisation levels, all presenting challenges and opportunities for companies and investors.

Governance requirements were assessed based on their clarity and completeness of content, degree of enforceability and prevalence in existing instruments e.g. company laws, listing rules and codes of corporate governance.

Key findings

The report found that: 

  • South Africa ranked number one amongst the markets, having adopted the largest number of OECD Principles and leading practice – Kenya, Mauritius, Nigeria and Uganda completed the top five;
  • a majority of markets (10 out of 15) have aligned their corporate governance requirements with more than 80% of OECD Principles;
  • most markets legally require basic corporate governance requirements such as financial disclosure, shareholders’ rights and the role of the board, supplementing these with non-mandatory guidelines for better practice; 
  • African codes surpass many other well-established codes in terms of considerations for corporate social responsibility and sustainability reporting;
  • increased awareness and effort may be needed to strengthen remaining, critical areas of corporate governance such as remuneration structures, performance evaluation, risk governance, and board composition and diversity.

Whilst several markets have moved ahead of the established best practice, the release of the 2015 OECD Principles and the need to encourage direct investment may call for regulators and policy makers to reassess their codes and revise their frameworks where necessary.

Decisions about how to shape a corporate governance framework and how fast to do so is unique to each market, and there is no ‘one-size-fits-all’. 

We believe however that there is great value in continuing to compare and improve corporate governance to help facilitate market confidence, business integrity, and ultimately, contribute to economic growth.