Mr. Justice Awuku Sao, a chartered accountant, is a man who has a wealth of experience in the corporate setting. Currently, he is the Chief Executive, Institute of Directors-Ghana. In this brief interview, he gave some insights as per how the society would be better off if men and women saddled with the management of corporate organizations, and indeed governance at various levels in Ghana, are mandated to undergo some directorship training.
Not many people know about your organisation.
When the Commonwealth Heads of Government met in Edinburgh, Scotland in 1997, they reached a consensus to promote good corporate governance in all Commonwealth countries. An organisation known as Commonwealth Association for Corporate Governance (CACG) was set up as a machinery to achieve that purpose. At the invitation of the State Enterprises Commission, CACG was invited to run a training programme for directors in Ghana in June 1998. Upon completion of the training programme, participants resolved to form the Institute of Directors-Ghana. The Institute was therefore formed through the initiative of the State Enterprises Commission with the collaboration of the Commonwealth Association of Corporate Governance (CACG) and the Commonwealth Secretariat.
What are the cardinal objectives of the institute?
The objects are many and varied but specifically we strive to introduce professionalism in directorship and also improve the skills and competence of directors. By extension, we adopt best practice in all aspects of business operations. Give us an idea about the composition of the institute's membership Membership is acquired through training and passing of examinations. However, we have different levels of membership. The categories are mainly associates, members, and fellows. We also have honorary and corporate membership. Currently, we have 650 members who are active out there. The Institute has an eleven-member council including the Chief Executive Officer, who is also the Head of the Secretariat. Currently, there are three committees to facilitate the work of the Council namely Finance, Programmes/ Membership and Ethics and Public Relations. Our members undergo training, sit for examinations, and when they pass, they subscribe to our code of ethics and renew their membership every year.
Does a similar institute exist elsewhere on the continent?
Yes, there are many of such institutes in other parts of Africa. Some of them were established through the initiative of the Commonwealth Association for Corporate Governance. Together we form a body known as the African Corporate Governance Network (ACGN). The ACGN itself has the support of NEPAD. ACGN has its headquarters in Johannesburg, South Africa. The Institute is an independent body catering for both private and public sector, although it was set up as a result of Government initiative.
In what ways is the institute of service to the public?
We offer a range of services that are invaluable to the public and the corporate sector. For instance, we offer training for board and management of corporate organization. We assist organizations to build a board from scratch. Assist in selecting independent directors to serve on corporate boards. We help organisations to recruit competent executives. For organisations that want to be on sound footing from the start, we advise on appropriate corporate governance policies and practices. Also, we help prepare manuals for organisational use. We undertake consultancy services also. Some organisations approach us to give them directors. For now, this service is free.
Are there specific benefits for members?
The benefits of joining the Institute are many. Members are able to attain high level of expertise and proficiency in their endeavour. The institute provides an opportunity to network with other directors. There is also the opportunity to attend conferences both at home and abroad. Our members also have access to various publications on corporate governance. More importantly we coach individual director to add value to corporate activities.
How has the institute impacted on of the corporate sector in Ghana?
In the past, people never thought that to become a director you needed training. When we started, they were a bit surprised that if you become a director you needed training so they began to ask questions: what sort of training do one needed and what would be the content of the training? People now understand that they should be trained. And again, they are now being made aware that if you are a director your have a liability to go to prison for not performing your role very well, so it became an eye opener. So we have seen a lot of proficiency in the performance of everyone who had attended our programme. And they have told many other people about it and even within the government sector. Recently we helped the Public Services Commission to prepare manuals for the public sector.
Are your programmes limited to Accra?
We don't limit ourselves to Accra. We go outside Accra. If our service is needed outside Accra we go there. We have a programme in 2011 that took round all the regions in Ghana. And even the annual the training programme is always done in Kumasi. As for us, if you invite us, we are ready to go.
How significant is your training to directors?
Directorship is a competence-based profession, in other words, you study to understand what you are doing, if not, you'd come back again. If you don't go through a training programme before you assume a directorship and they give the company to you, it is like giving the key to a car to someone without driving training. You need to go to a training programme and you do should understand that directorship is a profession. At the Institute here, we give you the professional training that will help you do your job. It also helps you adopt a purpose in every undertaking. Many of the judgment debts that you read about in the paper, it is because people did not really know what they were about and when you follow the cases, you realise procedures are never followed, not that they were intentional. Most of the time, it is because people have not gone through a training programme. In fact when you come, the first model of your training programme will open your eyes to the negative implications of not doing th4e right thing.
How can executives of corporate Ghana ensure effective management in the corporate sector?
First, take politics out of corporate governance and make sure we practice corporate governance to the letter. We should make sure we train people on the rudiments of corporate governance. If I am well-trained and say, a minister or someone in government asked me to do the wrong thing, I will not do that because I know I can go to prison for that; but if I am not trained, I will think I am doing something to support you. One thing about being a director is that the risk you take is an individual risk, the liability is an individual liability. If someone is influencing you, let's say a politician, if you go to court, it is you that will face the music. You know this only when you are well trained.
Are you considering any legislation to make it compulsory for all directors to be certified?
Not yet, we tried some time ago and were informed that Small and Medium Enterprises (SMEs) form about 80% of all registered enterprises. Some of the owners are not well educated and yet are able to grow their businesses. Any legislation to that effect will not be in the interest of SMEs. Rather, the Institute should focus on large organisations, regulatory bodies and the Central Government
What form of support do you get from the Central Government?
No support from any Government body or political party. The Institute is an independent body catering for both private and public sector, although it was set up as a result of Government initiative and was latter left to operate on its own.
Apart from training, what do you do to raise revenue?
As stated already, members pay subscription. We also undertake consultancy services from one office to another and organisations approach us to give them competent directors, and all these services are free but it encourages our members to pay their dues and donate to the institute in case an important or urgent need arise.
Every Director attends this institute?
Yes and no, But I remember when the Commonwealth Association for Corporate Governance came to Ghana for training, they asked question 'if you want to practice as a lawyer, where do you go?' – Law School; and 'if you are to practice as an accountant, where do you go to?' – Accountancy School. We are not mandating one must attend our Institute but it's so important for one who has been appointed as a director of a company to go through the necessary training that will guide him or her on his duties in order for him to attain excellent results.
What is the range of services offered by the Institute of Directors?
The services are many, like every institute. We offer basics such as Board and Management training, preparation of manuals, assist in selecting independent directors to serve on corporate boards, and help recruit competent executives for appropriate corporate governance.