From adoption to adaptation: Making governance frameworks work for Africa

IN A FAST-evolving world where markets, mandates and morals are shifting, organisations are being called to govern differently.

- NQOBANI MZIZI

The traditional rule-bound model of governance is increasingly insufficient in the face of systemic risks, stakeholder activism and digital disruption.

As governance thinking evolves, new frameworks continue to emerge, each responding to the demand for purpose-driven, context-sensitive leadership. This proliferation of frameworks reflects the increasing complexity and diversity of modern governance challenges.

The Committee of Sponsoring Organizations (COSO) draft Corporate Governance Framework (CGF), released in May 2025, exemplifies this shift, but its relevance to Africa hinges on aligning its structural approach with local realities.

Developed with US public companies in mind and globally recognised for its work on internal controls, the framework nonetheless raises critical questions for governance communities worldwide.

In contrast to compliance-heavy codes or board-centric charters, the CGF proposes that governance is not the board's responsibility alone. It is a system of oversight, culture and controls that must be embedded across leadership, strategy, operations and stakeholder engagement. This represents a conceptual shift, with some alignment to King IV's view of governance as the exercise of ethical and effective leadership to achieve sustainable outcomes.

This global framework enters an already vibrant African governance landscape, where multiple homegrown initiatives address diverse contexts and needs. South Africa has completed public consultations on its King V draft. Botswana has already developed and implemented a national Corporate Governance Code, now embedded in stock exchange listing rules for Public Interest Entities.

Meanwhile, Uganda's Institute of Corporate Governance is spearheading the development of its first national code, engaging stakeholders across sectors to craft a framework suited to local needs.

Each of these efforts reflects a different point in the governance code lifecycle.