The Nigerian Communications Commission (“NCC”, the “Commission”), pursuant to its mandate under Section 70 of the Nigerian Communications Act (“NCA”), 2003, has published the Guidelines on Corporate Governance for the Communications Industry (“Guidelines”), thereby rescinding the Code of Corporate Governance for the Telecommunications Industry, 2016.
The Guidelines are designed to strengthen transparency, accountability, and sustainable growth in the sector. Developed in alignment with the Nigerian Code of Corporate Governance (“NCCG 2018”) and Companies and Allied Matters Act (“CAMA”) 2020, the Guidelines aim to promote ethical leadership, safeguard stakeholders’ interests and ensure long-term stability of communications companies (“Licensees”). This regulatory framework underscores the NCC’s commitment to fostering a resilient communications industry that supports innovation, consumer protection, and investor confidence in Nigeria’s rapidly evolving digital economy
By introducing these guidelines, the NCC reinforces its role as a proactive regulator committed to fostering a stable, competitive, and innovation-driven communications sector.
The Guidelines are divided into 12 parts which cover Board of Directors, Performance Evaluation, Board and Corporate Value System, Officers of the Board and their respective Duties, Shareholders and Stakeholders, Risk Management and Internal Control, Reporting, Transparency and Disclosure, Related Party Transactions and Compliance Reporting
The Guidelines are mandatory for all Individual Licensees of the Commission who are obliged to pay Annual Operating Levies (AOL) to the Commission.[1] All other Licencees that are not obliged to pay AOL shall be exempted from the application of Parts II – VII of the Guidelines,[2] which provide for Board of Directors, Performance Evaluation, Board and Corporate Value System, Officers of the Board and their respective Duties, Shareholders and Stakeholders and Risk Management and Internal Control, as well as any provisions arising from the obligations contained in those Parts
Drawing from the NCCG 2018, “apply and explain” approach of implementation; the Guidelines requires Licensees to implement governance principles and provide reasoned disclosure on their application, including measures taken, contextual consideration, and any justified deviations, demonstrating substantive rather than merely formal compliance.[3]
[1] Section 4(2) of the Guidelines
[2] Section 4(4) of the Guidelines
[3] Section 4(5) of the Guidelines
--
Read the full publication at Duale, Ovia & Alex-Adedipe
