BACKGROUND:  The 33rd Annual Conference of the Institute was held on Wednesday the 21st and Thursday the 22nd of October, 2009 in Sheraton Hotel & Towers (Ladi Kwali Hall), Abuja.

The main theme of the Conference:  REGULATORY CHALLENGES IN AN ECONOMIC RECESSION was delivered by the Keynote Address Speaker, Dr. Oba Otudeko, FCIS, OFR, and he was also the Chairman of the Opening Ceremonies.
The Special Guest of Honour at the Conference was Hon. Justice Madibo Alfa Belgore, G.C.O.N. (Retired C.J.N.).

PLENARY SESSIONS:

The plenary session for the 1st day featured one of the Sub-Themes:

• The Downturn in the Capital Market: Lessons in Corporate Governance. Speaker: Dr. Suleyman Ndanusa, LLB, BL, OON, FCIS, Former DG, Securities and Exchange Commission & Managing Consultant, Suleyman Consulting.

The Chairman of Session for the Paper was Mr. Lance Musa Elakama, FCIS, Asst. DG, The Nigerian Stock Exchange.
The Sessions continued on the 2nd day of the Conference – Thursday the 22nd of October, 2009 with the other sub-themes as follows:

• Independent Directors: Myth or Reality?

Speaker: Mr. Hakeem Ogunniran, LLB, BL, LLM, FCIS, Immediate Past President, ICSAN & Managing Director, (MDS) a Division of UACN Plc.
The Chairman of Session for the Paper was the Chairman of the Kenyan Institute of Chartered Secretaries: Mr. Jackson Maingi.

• Business Recovery And Insolvency Issues: The Role Of The Company Secretary

Speaker:  Prince Babington Ashaye, FCA, ACIS, Past President, ICAN & Managing Partner, Babington Ashaye & Co.
The Chairman of Session for the Paper was Mr. Seyi Akinwumi - President, Business Recovery and Insolvency Practitioners of Nigerian (BRIPAN) and Managing Partner, Akinwumi & Busari, (Legal Practitioners).
Each paper delivered was followed by a question and answer session presided over by the respective Chairmen and supported by other members invited to the high table.

The representatives of the Institute in Kenya namely: the Chairman, Mr. Jackson Maingi the Registrar, Mr. Joshua Wambua; and the Vice Chairman Mrs. Rose Mambo were in attendance and were given a slot to talk about the Kenyan Institute.

ATTENDANCE: The Conference recorded a total number of 189 participants including 14 Council members and eminent personalities/Special Guests.

DINNER/AWARD NIGHT:  The Conference was rounded off with a Dinner/Award Night. The Guest of Honour at the Dinner was Dr. Wale Babalakin, (SAN) OFR.
The Police Band entertained guests at the Dinner. 

Another feature of the Dinner was the Award to individuals as follows:

• Amb. Hamzat Ahmadu, FCIS, CON (Walin of Sokoto) - Award for a Distinguished Chartered Secretary and Administrator.

• Prof.  Dibu Ojerinde (JAMB Registrar/CEO) – Award for Service and Contribution to Education.

COMMUNIQUE

ISSUED AT THE END OF THE 33RD ANNUAL CONFERENCE OF THE INSTITUTE OF CHARTERED SECRETARIES AND ADMINISTRATORS OF NIGERIA (ICSAN)
HELD AT THE SHERATON HOTEL & TOWERS, ABUJA
ON WEDNESDAY 21ST AND THURSDAY 22ND, OCTOBER, 2009

The 33rd Annual Conference of the Institute of Chartered Secretaries and Administrators of Nigeria (ICSAN) was held at the Sheraton Hotel & Towers, Abuja between Wednesday, October 21st and Thursday October 22, 2009.

The theme of the Conference was “REGULATORY CHALLENGES IN AN ECONOMIC RECESSION”

The Sub-Themes were:-

• The Downturn In The Capital Market: Lessons In Corporate Governance.
• Independent Directors: Myth or Reality?
• Business Recovery and Insolvency Issues: The Role of the Company Secretary.

The following were the resolutions and recommendations that emanated from the Conference:

• Conference affirmed that Chartered Secretaries are professionals involved in the intricate issues of Corporate Governance and the public should be appropriately enlightened about their roles. They are trained and equipped to be principal officers, Chief administrators of companies/parastatals in the areas of management, administration and enforcement of Corporate Codes of Best Practices and have continued to provide dynamic leadership in corporate governance in Nigeria.

• In a tacit endorsement of the on-going regulatory reform in the Nigerian Financial System, the Conference recommended that the Regulators should focus more on how the reform will engender entrepreneurship, sustain businesses, enforce property rights, reduce corruption, improve security, bolster commercial dispute resolution and engage bankruptcy proceedings where necessary.

• The Federal Government of Nigeria was called upon to evolve policies that will promote transparency, accountability, effective and coordinated vision by various regulators and also promote good Corporate Governance in the capital market to restore investor confidence in the market.

• It was observed that the current economic downturn is an opportunity for the reform of the economy and the Conference recommends that the various regulators should embrace this opportunity to reform their respective internal policies, processes and procedures.
• Conference observed the spate of Initial Public Offers in the Nigerian Capital Market prior to the recession and calls on the Regulators of the Capital Market to always ensure that proceeds of previous offer by any Company had been judiciously utilized in accordance with the purpose stated in its prospectus before granting approval for subsequent offers by the same company.

• That the various regulators in the country should  formulate Codes of Best Practices in Corporate Governance that will regulate not only the public companies and corporations but also the private companies.

• That Directors (executive and no-executive) and Company Secretaries of companies and corporations should act with utmost good faith and fidelity at all times in the best interest of the company.

• The divergence in the qualifications of an independent director in the different Codes of Corporate Governance issued by the Central Bank of Nigeria (CBN), Securities & Exchange Commission (SEC), National Insurance Commission (NAICOM), and The National Pension Commission (PENCOM) for public (listed) companies were noted and it was recommended that the Regulators should harmonise the various Codes of Corporate Governance into one with a view to having a uniform code regulating all listed companies in every ramifications but more importantly that of Independent Directors.

• The problem of interlocking directorship in Public Companies was reviewed and it was recommended that the number of companies in which an individual can serve as director should be limited.

• The Conference recommended the review of the Companies and Allied Matters Act (CAMA) to ensure the effective enforcement of the Codes of Best Practices in Corporate Governance.

• Conference highlighted the role of Company Secretaries in relation to custody of the Company’s vital records, information and seals, and therefore implore Company Secretaries to act with the highest degree of integrity and honesty at all times.

DELE TOGUNDE, FCIS
Registrar/Chief Executive Officer