CORPORATE GOVERNANCE: THE TURNING POINTS - UBA Plc

The GMD’s Inspirational Lecturetimes in the Schedule 3 to the said 2003 Code wherein CadburyNigeria Plc was listed as No. 16 in the “List of persons andorganisations who made written contributions to the final draft ofthe Code”. Cadbury Nigeria Plc must have made weightycontributions to the work of the Committee considering itsconnection to Sir Adrian Cadbury, the well-reputed Chairman ofCadbury Schweppes, and Chairman of Cadbury Commission,which in 1992 published corporate governance guidelines for theUnited Kingdom.Surprisingly, this same company, Cadbury Nig. Plc., and itsdirectors and key senior managers were in the year 2006 found bythe Securities & Exchange Commission to have done so manythings which they would never have done had they seriouslyadhered to the stipulations of the Code which they helpedfashioned. It was certainly not a case of the company and itsdirectors and key executives not been familiar with thosestipulations. No! As already stated, they had helped to fashion it!!!What this shows is that a company and its key operators may beknowledgeable about and even incorporate every governancepractice in form, yet lack them in substance.There is the other ongoing circus relating to the acquisition of oneNigerian bank (the target bank) by another. I am quite consciousof the occasion and would ordinarily not, for obvious reasons,want to use this to illustrate my point. But I cannot resist observingthat from all that we have learnt through the Media, it appearsthat the faction opposed to the arrangement would be satisfied,or at least substantially deprived of lethal ammunition, and theentire brouhaha put to rest if only the post-merger adjustmentsstipulated in the Merger Agreement amongst the legacy banks17 | P age