CORPORATE GOVERNANCE IN NIGERIA: AN EVALUATION OF THE ROLE OF SHAREHOLDERS AND THE BOARD OF DIRECTORS

Abstract

Corporate governance facilitates the achievement of the company’s objectives and ultimatelyinfluences economic growth. Corporate failures in prominent companies like Enron andWorldCom which contributed to the financial crisis of 2008, highlighted the need for goodcorporate governance practices to ensure transparency and accountability in the managementof companies. The shareholders and the board of directors play essential roles for effectivecorporate governance. Shareholders are generally regarded as owners of the company and byvirtue of their investment in the company are entitled to profits accruing from the company’sbusiness. The shareholders have the power to make certain decisions such as the appointmentand removal of the directors of the company which influences the administration of thecompany. The board of directors is saddled with the responsibility of supervising the managersof the company. The directors are also accountable to the shareholders and must perform theirduties in the best interests of the company. This paper examined the role and responsibilitiesof the board of directors and the shareholders of the company. It discussed the rights of theshareholders and shareholder activism as well as examined board composition, boardcommittees and the relationship of the board with shareholders and other stakeholders in acompany.