Feature/OPED

Dealing With Corporate Governance Challenges in Business

Published

7 years ago

14/11/2018

By Nonso Obikili

It is in the interest of the regulators whose job it is to ensure that businesses, especially publicly listed ones, maintain good corporate governance codes, as businesses tend to learn from each other. If one business gets away with sharp practices, then others try their hand at it as well.

Governance is a fundamental part of any functioning entity. The rules and systems which govern how entities function are perhaps the most fundamental thing for survival. Rules and systems that incentivise good decision making generally lead to better performing entities, while rules that incentivise bad behaviour tend to lead to breakdown. Most understand the importance of these rules and systems when we talk about governance with respect to countries, or states. In that instance, fair and enforced rules with proper checks and balances typically lead to countries that make better decisions and end up better off, whereas the opposite of that leads to countries that end up as basket cases.

However, governance rules don’t only apply to countries or states, but to businesses as well. The difference being that for businesses, instead of having presidents, national assemblies, and citizens, you have chief executive officers (CEOs), boards, and shareholders. Regardless, the principles of good governance still apply. Businesses which follow a good set of rules and systems of good behaviour tend to perform better than those that don’t.

Good corporate governance rules help ensure that businesses work in the interest of their shareholders, and don’t take actions that are not in the interest of the business. Good corporate governance rules also try to ensure that transitions within the company, such as in cases of a change of ownership structure, do not impede the normal functioning of the business. And, of course, any good system of rules has to come hand-in-hand with a system of enforcement. For businesses, such enforcement is typically done by regulators who try to make sure that rules are obeyed and penalties imposed on those who break them.

Unfortunately, as most Nigerians can attest to, sometimes the decision makers don’t always act in the interest of those who they should leading. Presidents and national assemblies don’t always act in the interest of their citizens and CEOs and board members don’t always act in the interest of their shareholders. And as you can probably guess, one common reason for this is to remain in power. Presidents want to remain in power. CEOs want to remain in power. Board members want to remain in power and sometimes act against the interest of their shareholders to do so.

One common way CEOs and board members try to stay in power is by a process called stock dilution. You see, if a board wants to act against the interests of shareholders, then one way of doing this is to change the structure of the business so that shareholders you don’t like, end up owning less of the company and having fewer voting rights consequently.

For example, if a board effectively owns 25 percent of a business and therefore has 25 percent voting rights and wants to take the business in one direction, but there are other shareholders who own maybe 40 percent who don’t particularly like that course of action, then the 40 percent can effectively block the 25 percent. A board which wants to force through its course against the will of other shareholders can create and sell more outstanding shares through private placements to people who they know will support them, thereby increasing their effective stake and simultaneously reducing the ownership shares of those shareholders who don’t support that course.

I know what you are thinking. Surely this can’t be right, and you are right. According to the rules, it shouldn’t be that easy. First, according to most corporate governance rules, boards are not allowed to organise private placements without the approval of shareholders. There are valid reasons why a company would want to sell new shares privately, of course, but those are typically only when they are desperate for new capital. But if boards need shareholder approval for this kind of dilution, then why don’t the shareholders who are at risk of their shares being diluted prevent this from happening? Well the unhappy shareholders can only prevent this kind of thing from happening if they know where the meetings are taking place. If they are systematically excluded from the general meetings, then they cannot act or vote against such actions.

This phenomenon repeats itself across many countries with weak corporate governance rules and enforcement and appears to be repeating itself here in Nigeria in the case of NEM Insurance. NEM apparently organised an annual general meeting, which some shareholders were not told about, at least not with the mandatory 21 days’ notice. At the AGM, the shareholders present approved a plan for a new private placement in which shares were to be sold at below the market value of the shares that are publicly traded on the stock exchange. NEM has been one of the better performing insurance companies in recent times, hence it was not clear if there was any emergency cash need. And of course, some shareholders appeared to have been systematically excluded from the AGM by not being notified on time, and therefore were not able to vote against such a plan. As expected, those shareholders are now up in arms fighting against what looks like a brazen attempt to dilute their stock.

This kind of shareholder infighting is obviously not good for the company. It has the potential to derail the focus that companies, especially publicly listed ones, need to run efficient operations and it casts a cloud over the long-term viability of the business. If board members can implement such an operation, then who is to say they won’t do similar things to future investors? It is in the interest of all shareholders to resolve these issues by following the properly laid out rules and guidelines and to resolve them quickly without putting the overall health of the business at risk.

It is also in the interest of the regulators whose job it is to ensure that businesses, especially publicly listed ones, maintain good corporate governance codes, as businesses tend to learn from each other. If one business gets away with sharp practices, then other try their hand at it as well. If everybody starts engaging in sharp practices, then the overall health of the system suffers. Perhaps the regulators, who are the enforcers of good corporate governance, need to take a closer look at this and set a good example.

Nonso Obikili is an economist currently roaming somewhere between Nigeria and South Africa.

The opinion expressed in this article is the author’s and do not reflect the views of his employers.

Feature/OPED

How AI Levels the Playing Field for SMEs

Published

1 day ago

17/12/2025

Business Post Contributor

By Linda Saunders

Intro: In many small businesses, the owner often starts out as the bookkeeper, the customer-service desk, the IT technician and the person who steps in when a delivery goes wrong. With so many balls up in the air – and such little room for error – one dropped ball can derail the entire day and trigger a chain of problems that’s hard to recover from. Unlike larger companies that have the luxury of spreading the load across dedicated teams and systems, SMEs carry it all on a few shoulders.

South Africa’s SME sector carries significant weight, contributing around 19% of GDP and a third of formal employment, according to the latest available Trade & Industrial Policy Strategies (TIPS) 2024 review. That is causing persistent constraints, including tight margins, erratic demand, high administrative load, and limited internal capacity.

This is not unique to South Africa. Many smaller businesses across the continent still rely on manual processes. It is common to find sales records kept separately from customer notes, or inventory data that is updated only occasionally. The result is slow turnaround times, duplicated effort and a lack of visibility across the business. Given that SMEs have such a huge influence on national economies, accounting for over 90% of all businesses, between 20-40% of GDP in some African countries, and a major source of employment, providing around 80% of jobs, these operational constraints have a broad impact on economies.

What has changed in recent years is that digital tools once seen as the preserve of larger companies have become more attainable for smaller operators. They do not remove the structural challenges SMEs face, but they can ease the load. Better systems do not replace judgement, experience or customer relationships; they simply give small companies more room to work with.

Cloud-based systems, automation and integrated customer-management tools have become more affordable and easier to deploy. They do not remove the structural pressures facing small businesses, but they can ease the operational load and create more space for productive work.

Doing more with the teams SMEs already have

Small teams often end up wearing several hats. One person might take customer calls, update stock records, handle service issues and manage follow-ups. When demand rises, these manual processes become harder to sustain. Local surveys regularly point to this strain, showing that smaller companies spend significant portions of the week on paperwork, compliance and routine administrative tasks – work that adds little value but cannot be ignored.

This is where automation is proving useful. Routine tasks such as onboarding new customers, checking documents, routing queries to the right person, logging interactions and sending follow-ups can now run quietly in the background. In larger companies, whole departments handle this work. In small businesses, the same burden has traditionally fallen on one or two people. When these processes run reliably without constant attention, a business with 10 employees can manage busier periods without rushed outsourcing or slipping service standards.

The point is not to replace staff, but to reduce the operational drag that limits what small teams can deliver. Structured workflows give SMEs a level of steadiness they have rarely had the time or money to build themselves.

Using better data to make better decisions

A second constraint facing SMEs is disorganised information. When customer details are lost in email, sales notes in chat groups, stock figures in spreadsheets and queries in separate systems, decisions depend on whatever information happens to be at hand. Forecasting becomes guesswork, and early warning signs are easy to miss.

Putting all this information in a single place changes the quality of decision-making. When sales, service and stock data can be viewed together, patterns become easier to spot: which products are moving, which customers are becoming less active, where delays tend to occur, and which periods consistently drive higher demand.

Importantly, SMEs do not need corporate analytics teams for this. Modern CRM platforms can organise information automatically and surface basic trends. For retailers preparing for 2026, this can help avoid over – or under – stocking. For service businesses, it can highlight customers who may be at risk of leaving, prompting earlier intervention. In competitive markets, having clearer information is a practical advantage.

Building a foundation before the pressure arrives

Rapid growth can be as destabilising for SMEs as an economic downturn. When orders increase, manual processes quickly reach their limit. Errors are more likely, staff become overwhelmed and the customer experience suffers. Many small businesses only upgrade their systems once these problems appear, by which time the cost, both financial and reputational, is already significant.

Putting basic workflow tools and a unified customer record in place early provides a useful buffer. Tasks follow the same steps every time, reducing inconsistency. Customers reach the right person more quickly. Staff spend less time checking or re-entering information and more time on work that matters. These small operational gains compound over time, especially during busy periods.

This is not about chasing every new technology. It is about avoiding a common pattern in the SME sector: when demand rises, systems buckle, and growth becomes more difficult.

Confidence matters as much as capability

Smaller companies understandably worry about risk when adopting new systems. Data protection, monitoring, and compliance can feel daunting without an IT department. The advantage of modern platforms is that many of these protections, like encryption, audit trails, and event monitoring, are built in. Transparent design also helps SMEs understand how automated decisions are made and how customer data is handled.

This reassurance is important because SMEs should not have to choose between improving their operations and protecting their customers’ information.

2026 will reward readiness

Technology will not replace the qualities that give SMEs their edge: personal service, flexibility, and the ability to respond quickly to customer needs. What it can do is relieve the administrative load that prevents those strengths from being fully used.

SMEs that invest in simple automation and better data practices now will enter 2026 with greater capacity and clearer insight. They won’t be competing with larger companies by matching their resources, but by removing the disadvantages that have traditionally held them back.

In the year ahead, the most competitive businesses will not be the biggest; they’ll be the ones that prepared early for the year ahead.

Linda Saunders is the Country Manager & Senior Director Solution Engineering for Africa at Salesforce

Feature/OPED

Why Africa Requires Homegrown Trade Finance to Boost Economic Integration

Published

2 days ago

16/12/2025

Business Post Contributor

By Cyprian Rono

Africa’s quest to trade with itself has never been more urgent. With the African Continental Free Trade Area (AfCFTA) gaining momentum, governments are working to deepen intra-African commerce. The idea of “One African Market” is no longer aspirational; it is emerging as a strategic pathway for economic growth, job creation, and industrial competitiveness. Yet even as infrastructure and regulatory reforms advance, one fundamental question remains; how will Africa finance its cross-border trade, across markets with diverse currencies, regulations, and standards?

Today, only 15 to 18 percent of Africa’s internal trade happens within the continent, compared to 68 percent in Europe and 59 percent in Asia. Closing this gap is essential if AfCFTA is to deliver prosperity to Africa’s 1.3 billion people.

A major constraint is the continent’s huge trade finance deficit, which exceeds USD 81 billion annually, according to the African Development Bank. Small and medium-sized enterprises (SMEs), which provide more than 80 percent of the continent’s jobs, are the most affected. Many struggle with insufficient collateral, stringent risk profiling and compliance requirements that mirror international banking standards rather than the realities of African business.

To build integrated value chains, exporters and importers must operate within trusted, predictable, and interconnected financial systems. This requires strong pan-African financial institutions with both local knowledge and continental reach.

Homegrown trade finance is therefore indispensable. Pan-African banks combine deep domestic roots with extensive regional reach, making them the most credible engines for financing trade integration. By retaining financial activity within the continent, homegrown lenders reduce exposure to external shocks and keep liquidity circulating locally. They also strengthen existing regional payment infrastructure such as the Pan-African Payment and Settlement System (PAPSS), developed by the Africa Export-Import Bank (Afreximbank) and backed by the African Continental Free Trade Area (AfCFTA) Secretariat, enabling faster, cheaper and seamless cross-border payments across the continent.

Digital transformation amplifies this advantage. Real-time payments, seamless Know-Your-Customer (KYC) verification, automated credit scoring and consistent service delivery across markets are essential for intra-African trade. Institutions such as Ecobank, operating in 34 African countries with integrated core banking systems, demonstrate how such digital ecosystems can enable continent-wide commerce.

Platforms such as Ecobank’s Omni, Rapidtransfer and RapidCollect, together with digital account-opening services, make it much easier for traders to operate across borders. Rapidtransfer enables instant, secure payments across Ecobank’s 34-country network, reducing delays in regional trade, while RapidCollect gives cross-border enterprises the ability to receive payments from multiple African countries into a single account with real-time confirmation and automated reconciliation. Together, these solutions create an integrated digital ecosystem that lowers friction, accelerates payments, and strengthens intra-African commerce.

Trust, however, remains a significant barrier. Cross-border commerce depends on the confidence that partners will honour contracts, deliver goods as promised, pay on time, and present authentic documentation. Traders often lack reliable information on potential partners, operate under different regulatory regimes, and exchange documents that are difficult to verify across borders. This heightens the risk of fraud, non-payment, and contractual disputes, discouraging businesss from expanding beyond familiar markets.

Technology is closing this trust gap. Artificial Intelligence enables lenders to assess risk using alternative data for SMEs without formal credit histories. Distributed ledger tools make shipping documents, certificates of origin, and inspection reports tamper-proof. In addition, supply-chain visibility platforms enable real-time tracking of goods and cross-border digital KYC ensures that both buyers and sellers are verified before any transaction occurs.

Ecobank’s Single Trade Hub embodies this trust infrastructure by offering a secure digital marketplace where buyers and sellers can trade with confidence, even in markets where no prior relationships exist. The platform’s Trade Intelligence suite provides customers instant access to market data from customs information and product classification tools across 133 countries.

Through its unique features such as the classification of best import/export markets, over 25,000 market and industry reports, customs duty calculators, and local and universal customs classification codes, businesses can accurately assess market opportunities, anticipate trends, reduce compliance risks, and optimise supply chains, ultimately helping them compete and grow in regional and global markets.

SMEs need more than financing. Many operate in cash-heavy cycles where suppliers and logistics providers require upfront payment. Lenders can support these businesses with advisory services, business intelligence, compliance guidance, and platforms for secure partner verification, contract negotiation, and secure settlement of payments. Trade fairs, industry forums, and partnerships with chambers of commerce further build the trust networks needed for cross-border trade.

Ultimately, Africa’s path toward meaningful trade integration begins with financial integration. AfCFTA’s promise will only be realised when enterprises can trade with confidence, knowing that payments will be honoured, partners verified, and disputes resolved. This requires collaboration between banks, regulators, and trade institutions, alongside harmonised financial regulations, interoperable payment systems, and continent-wide verification networks.

Africa can no longer rely on external actors to finance its trade. Its economic transformation depends on strong, trusted, and digitally enabled African financial institutions that understand Africa’s unique risks and opportunities. By building an African-led trade finance ecosystem, the continent can unlock liquidity, reduce dependence on external currencies, empower SMEs, and retain more value locally. Africa’s trade revolution will accelerate when its financing is driven by African institutions, African systems, and African ambition.

Cyprian Rono is the Director of Corporate and Investment Banking for Kenya and EAC at Ecobank Kenya

Feature/OPED

Tax Reform or Financial Exclusion? The Trouble with Mandatory TINs

Published

2 days ago

16/12/2025

Business Post Contributor

By Blaise Udunze

It is not only questionable but an aberration that a nation where over 38million Nigerians remain financially excluded, where trust in institutions is fragile, and where citizens are pressured under the weight of rising living costs, the use of Tax Identification Number (TIN) has been specified as the only option for their bank accounts operation from January 1, 2026 by the Federal Government of Nigeria.

In practice, the policy spearheaded by Taiwo Oyedele, Chairman of the Presidential Committee on Fiscal Policy and Tax Reforms, is rooted in the Nigerian Tax Administration Act (NTAA), and the intention can be understood in the areas of improving tax compliance, widening the tax net, and formalizing economic activities. But in practice, the directive risks becoming yet another well-meaning reform that punishes the wrong people, disrupts financial inclusiveness, and potentially destabilises an already stressed economy.

Yes, Nigeria needs tax reforms. Yes, the country must broaden its tax base. And yes, public revenues must increase to address fiscal pressures.

But compelling citizens to obtain TINs as a condition for operating bank accounts is the wrong tool for the right objective.

Below are five core arguments against the directive, and sustainable alternatives that actually strengthen tax compliance without endangering banking access or punishing informal earners.

The Directive Risks Deepening Financial Exclusion

Nigeria still struggles with financial inclusion. According to several official assessments, over 38 million adults remain outside the formal financial system. Many of them operate small, irregular businesses, survive through subsistence earnings, or depend on cash-based livelihoods.

The Federal Government’s compulsory TIN-for-bank-accounts policy is built on the assumption that every banked Nigerian is structured, organised, and tax-ready. This is false.

For instance, the rural market woman with N30,000 in rotating savings, the okada rider who deposits cash once a week, the petty trader using a mobile POS agent account, the retiring pensioner managing a small monthly income, and the migrant worker sends small remittances to their family. These are not tax evaders; they are survivalists.

Most operate bank accounts not because they run formal businesses, but because those accounts are essential to modern financial life: receiving transfers, accessing loans, participating in digital commerce, saving against emergencies, and avoiding the risks of moving cash in insecure environments.

By creating an additional bureaucratic barrier, the directive risks pushing millions back into a cash-dominant shadow economy, precisely the opposite outcome of what Nigeria’s financial-sector reforms are trying to achieve.

Bank Accounts Are Not Proof of Taxable Income

The NTAA clarifies that the TIN requirement applies only to taxable persons, individuals engaged in trade, employment, or income-generating activities.

But herein lies the problem: banks cannot determine who is “taxable” and who is not. Banks only see deposits and withdrawals. They do not audit the source or consistency of income. They are not tax authorities.

A student may run a small online clothing resale gig. A retiree may occasionally rent out farmland.

A dependent may receive cash support from a relative abroad. A job seeker may get intermittent gifts from family.

Who decides which of these scenarios qualifies as taxable? Banks? FIRS? Or will citizens be expected to self-declare under threat of account restrictions?

The result will be confusion, over-compliance, and mass panic with banks indiscriminately demanding TINs from everyone to avoid regulatory penalties.

This not only contradicts the spirit of the law but also exposes ordinary Nigerians to harassment and arbitrary compliance requirements.

The Policy Could Trigger Disruption, Panic Withdrawals, and Cash Hoarding

Whenever Nigerians perceive threats to their access to funds, the natural reaction is withdrawal and hoarding. We saw it during:

– the 2023 Naira redesign crisis,

– the 2016 TSA-bank consolidation tightening, and multiple periods of financial instability.

Telling citizens that bank accounts may face “operational restrictions” if they do not obtain a TIN creates a predictable behavioural response: people will rush to withdraw money.

This would be disastrous for a banking system already pressured by:

– high interest rates,

– inflation eroding deposits,

– rising loan defaults, and

– declining public trust.

Any government policy that unintentionally creates an incentive for citizens to flee the formal banking system is counterproductive.

The TIN Requirement Will Become a Bureaucratic Nightmare

Even if millions of Nigerians want to comply, the system is not ready. Nigeria’s administrative infrastructure does not have the capacity to process tens of millions of TIN registrations within months without:

– long queues,

– delays,

– data mismatches,

– duplicate records, and

– systemic errors.

The National Identity Number (NIN)-SIM registration experience is a painful reminder of what happens when ambitious policy meets weak execution capacity.

– Citizens spent months in overcrowded enrolment centres.

– Millions were blocked from services.

– Data inconsistencies persisted.

– The economy suffered productivity losses.

If Nigeria could not seamlessly synchronise NIN and SIM data, how will it synchronise NIN, BVN, and TIN at a national scale without dislocation?

Forcing TIN Adoption Ignores the Real Problem: Nigeria’s Broken Tax Culture

The Federal Government’s real challenge is not that citizens lack TINs, but that they lack trust in how taxes are used.

A government cannot widen the tax net when:

– tax leakages remain widespread,

– citizens feel services do not match taxation,

– corruption perceptions are high,

– government spending lacks transparency, and

– taxpayers do not feel seen, heard, or valued.

Coercion does not build a tax culture. Engagement does. Policy does not create legitimacy. Accountability does.

If the Federal Government wants Nigerians to freely participate in the tax system, it must earn legitimacy first, not mandate compliance through financial restrictions.

What the Government Should Do Instead: A Smarter Path to Tax Reform

Instead of enforcing a policy that may backfire economically and socially, the Federal Government can adopt four smarter, people-centred alternatives.

– Automatic TIN Issuance Linked to NIN and BVN

Rather than forcing Nigerians to apply manually, the government should:

auto-generate TINs for all existing BVN/NIN holders,
send the TINs via SMS, email, and bank alerts,
allow self-activation only when needed for tax obligations.

This eliminates queues, delays, and confusion.

– Build a Voluntary Tax Compliance Culture Through Transparency and Incentives

Tax morale improves when citizens see value. Government should:

publish annual audited reports of tax revenue use,
incentivise compliant taxpayers with benefits (priority access to government grants, credit scoring, etc.),
simplify tax filings for small businesses.

People comply more when they feel respected, not coerced.

– Target High-Value Tax Evaders, Not Low-Income Account Holders

Nigeria’s real tax leakages come from:

large corporations shifting profits,
politically exposed persons,
illicit financial flows,
multinational tax avoidance strategies,
the informal “big money” class operating outside the banking system.

Instead of threatening small depositors, the government should strengthen:

FIRS intelligence and investigation units,
inter-agency data integration (CAC, Customs, Immigration),
beneficial ownership transparency enforcement.

The fight against tax evasion should focus on those hiding billions, not those depositing thousands.

– Strengthen Digital Tax Platforms for Easy Self-Registration and Compliance

If tax registration becomes as easy as opening a social media account, compliance will rise naturally. The government should build:

a mobile-first tax app,
simplified online TIN retrieval,
one-click tax filing for gig workers and small traders.

Digital convenience can achieve what regulatory coercion cannot.

Reform Should Not Punish the Public

No doubt, tax reforms are needed urgently, but they must come with a human face, an intelligent, equitable, and aligned with the realities of ordinary Nigerians.

The TIN-for-bank-accounts policy, while well-intentioned, risks undermining financial inclusion, triggering economic instability, and imposing unnecessary burdens on millions who are not tax evaders but survival-based earners.

Good tax policy is built on trust, not fear. On transparency, not threats. On civic legitimacy, not administrative compulsion.

If the Federal Government truly wants to modernise Nigeria’s tax system, it must focus not on restricting citizens’ access to their own money, but on: