Chapter five: Corporate governance 138 499. Section 36 of the constitution of Lesotho mandates the country to protect the environment and the country subscribes to international environmental conventions. They include the United Nations (UN) Rio Declaration of 1992 (on Environment and Development) and the National Environmental Action Plan (NEAP) of 1989. Lesotho also enacted a national Environment Act in 2001 and has a National Environment Secretariat (NES). Nevertheless, the country continues to face a number of environmental challenges that include pollution, urban sprawl and uncontrolled mining. 500. With regard to the treatment of stakeholders by corporations, the CRM noted the inadequacies of the antiquated Companies Act to provide up-to-date and wide protection of shareholder rights. Competition, consumer protection, intellectual property and creditors’ rights either have weak and antiquated legal frameworks or are not provided for by any statute. 501. Lesotho has made efforts to combat corruption in both the public and private sectors. The best known of these is the celebrated Lesotho Highlands case, which received global acclaim for a number of reasons: the support of the government for a costly legal endeavour; the determination and fortitude of the attorney general to proceed against a number of actors, which included Basotho nationals and international agencies; and because it established the legal aspects of corruption fully. In addition, Lesotho has introduced a number of measures and mechanisms to tackle corruption. They include the Prevention of Corruption and Economic Offences (PCEO) Act (1999), which is administered by the Directorate on Corruption and Economic Offences (DCEO). Lesotho also has relevant legislation against money laundering. Corruption is nevertheless widely viewed as prevalent, particularly in the public sector. 502. Accountability of corporations, directors and officers is difficult to achieve in practice because of inadequate legal and regulatory frameworks and enforcement agencies. According to the auditor general’s report, many government ministries and state-owned enterprises (SOEs) are not up to date with their accounts. This leads to qualified audit reports being issued. Some parastatals were said to have gone for almost two years without boards of directors. Although there were marked improvements in the appointment of board directors, stakeholders reported that more still needs to be done to ensure that directors of SOEs are appointed timeously and on merit. 503. Findings by the CRM revealed institutional inertia across all five objectives, including the standards and codes. The Companies Act (1967, 1984 and 1989) has been undergoing amendments for more than five years without being finalised. The same applies to the Land Act of 1979. This inertia was also noted in the number of programmes initiated by the authorities that were not carried to fruition. The One-Stop Shop (OSS), introduced to facilitate the registration of new businesses, can still be regarded as work in progress. Although it is now possible to obtain a licence within five days (previously 30 days were needed), the system still has inherent, stringent regulations, some of which are subject to approval by different ministries. The issue of work permits was also reported to be taking too long. Not only is the OSS still work in progress; so too is the establishment of a national corporate governance regulating body and the proposed Institute of Directors. The team perceived an unfortunate inclination by authorities to start new initiatives without driving them to completion.

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