Chapter five: Corporate governance
5.2 Standards and codes
i.
Summary of the CSAR
504.
The CSAR states that Lesotho has adopted the relevant assessment codes for the corporate
governance thematic area, but provides no further information on the dates of accession or the
status of implementation of the various codes.
ii.
Findings of the CRM
Principles of corporate governance (OECD, Commonwealth, King Report)
505.
Corporate governance is a relatively new concept in Lesotho. The country does not have a national
corporate governance code as yet. Delays in promulgating, revising and amending legislation
relevant to corporate governance, such as the Companies Act, renders the accountability of
corporations, directors and officials difficult to develop, enforce and monitor. Bureaucracy and
institutional inertia also militate against entrenching good corporate governance in the country.
506.
The CBL and LIA have roles in promoting good corporate governance. Their roles are driven
principally by their core mandate of regulating the financial sector and the accounting profession.
However, their roles are limited. LIA was involved in a stalled attempt to set up an Institute of
Directors that has not come to fruition more than five years later. In a meeting with the CBL, the
CRM was informed that the CBL has drafted a code of corporate governance for the financial
sector and is in the initial stage of circulating it for comments. The CRM was also informed of an
initiative to develop a code of governance for SOEs by the Ministry of Finance and Development
Planning (MoFDP). It was, however, unable to ascertain the status of this initiative.
507.
Foreign companies that are subsidiaries of South African companies, like Nedbank and Lesotho
Standard Bank, subscribe to, and are encouraged to apply, the corporate governance principles of
the King II Report. The King Code also promotes the practice of CSR. Some of these companies are
active in key areas such as: protecting the environment; combating the Human Immunodeficiency
Virus (HIV) and the Acquired Immune Deficiency Syndrome (AIDS); and alleviating poverty.
508.
The challenge for Lesotho is that the drive to lure investors is firmly anchored on establishing
sound corporate governance. The extent of success of the investment strategy depends on the
standard by which the Lesotho business environment is governed. It is in Lesotho’s long-term
interest to define clear-cut corporate governance standards and codes by which corporations
should be governed.
International accounting and auditing standards
509.
LIA is charged with regulating and overseeing the practice of accountancy and auditing in Lesotho.
LIA was established by the Accountants Act of 1977 (as amended in 1984). It is a member of
several international and regional institutions given the responsibility of developing and issuing
international accounting standards. They include the International Accounting Standards Committee
(ISAC), the International Federation of Accountants (IFAC) and the Eastern Central and Southern
African Federation of Accountants (ECSAFA). LIA also collaborates closely with the South African
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