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June, 2019
SURVEY ON FRONT BURNERISSUES FOR CORPORATEBOARDS IN 2019
A Survey by DCSL
DCSL Head O�ce235 Ikorodu RoadIlupeju, Lagos
dcsl.com.ng
2
Tableof Content
Executive Summary 3
4
5
7
14
29
32
Introduction
About DCSL
About the Survey
Key Findings
Top 5 Trends for Companies in the Next 12 Months
Highlights
3
This report outlines the front burner issues for Corporate Boards in 2019. Of the 65 participants 67.24% are Direc-tors of private companies and 37.76% sit on the Boards of publicly quoted companies. Our analysis of the responses confirm that the following fourteen (14) issues are front burner topics that corporate Boards should keep on the agenda in 2019 and beyond:
Economic and Political Changes in the country, change in the regulatory environment, business model disrup-tions, increased regulatory oversight and Cybersecuri-ty Threats are ranked as the top five trends that will have the greatest impact on companies over the next 12 months.
Corporate StrategyExecutive Compensation and Link to Corporate Per-formanceDefining Non-Financial Metrics for the Chief Executive O�cer and Annual Performance EvaluationBoard CompositionOversight of Internal and External AuditPrivacy and CybersecuritySustainability Issues and Reporting
Corporate CultureHuman Resources and Talent ManagementSuccession Planning for the Board of DirectorsSuccession Planning for the Chief Executive O�cer and Senior ManagementRisk Management within the context of Digital Disrup-tionComplianceCrisis Management and Planning
Executive Summary
1.2.
3.
4.5.6.7.
8.9.10.11.
12.
13.14.
4
Many Boards today spend a significant amount of time on reviewing quarterly performance reports, audit reports, budgets and operation matters - rather than on more stra-tegic matters crucial to the prosperity and sustainability of the business. When Boards spend too much time looking into the rearview mirror and not enough scanning the road ahead, governance su�ers the most.
Amid unrelenting disruption and innovation in today’s world, Corporate Boards are called to play a more active role than ever in overseeing strategy, risk management, digital and emerging technology, cybercrime, cybersecuri-ty and myriad of issues shaping the business environment.
To keep track and maintain oversight, the Board must set priorities that ensure it keeps an eye on the ball, identify opportunities and support Management to deliver stake-holder value.
DCSL undertook a survey with participants drawn from the C-Suite, Non-Executive Directors and Board Secretar-ies to get a sense of those matters that should top the Board’s agenda over the next twelve months. Our findings are highlighted in this report.
Introduction
5
Core Competencies in Governance, Immigration, Training & Company Secretarial Services
DCSL - Who We Are
Vision
Operating from our Head O�ce in Lagos, with an opera-tional branch in Abuja
To be the preferred corporate services provider in Nigeria
Mission
The pursuit of excellence in service delivery
Core Values
Integrity
Professionalism
Teamwork
Accountability
Respect for self and others
6
Governance Immigration
What We Do
Business Advisory& RegulatoryCompliance
Executive SelectionCompany Secretarial
TrainingSurveys Business Recovery& Insolvency
Company Set Up
7
Sixty-five respondents drawn from a cross-section of busi-ness sectors participated in the Survey to determine Front Burner Issues for Corporate Boards in 2019. We sought perspectives on the following issues:
Our findings have been summarized and presented in this report.
Corporate StrategyExecutive Compensation and Link to Corporate Per-formanceDefining Non-Financial Metrics for the Chief Executive O�cer and Annual Performance EvaluationBoard CompositionOversight of Internal and External AuditPrivacy and CybersecuritySustainability Issues and ReportingCorporate CultureHuman Resources and Talent ManagementSuccession Planning for Board of Directors
Succession Planning for the Chief Executive O�cer and Senior ManagementRisk Management within the context of Digital Disrup-tionComplianceCrisis Management and Planning
About the Survey
1.2.
3.
4.5.6.7.8.9.10.
11.
12.
13.14.
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Survey participants are made up of business executives comprising: Chief Executive O�cers (CEOs), Chief Operat-ing O�cers (COOs), Chief Finance O�cers (CFOs), Inde-pendent Directors (IDs), Executive Directors (Eds), Non-Ex-ecutive Directors (NEDs), Board Chairmen and Company Secretaries (CSs) of publicly and privately owned compa-nies across industries including Insurance, Banking, Manu-facturing, Consulting, Retail and Oil & Gas Sectors.
The opinion of respondents on the issues that should be of priority to the Board in 2019 was sought through a web based survey that was conducted between February and April 2019. Each respondent was requested to indicate to what extent the fourteen key issues should be of priority to the Board in 2019, using a 5-point rating scale:
For each of the 14 issues, we computed the average scores reported by all the respondents and ranked from the highest to the lowest score. The issues were then grouped as high, medium or low on the basis of their aver-age scores.
Methodology
1. Strongly Agree 2. Agree 3. Not Sure 4. Disagree
5. Strongly Disagree
9
Aboutthe Survey
Participants Profile ByIndustry
10
10% 20% 30% 40% 50% 60% 70%
Manufacturing
Banking
Consulting
Retail
Oil and Gas
Financial Services
Public Ltd. Company
Private Ltd. Company
Insurance
Participants Profile ByAge-Group
11
Below 30
10%
20%
30%
40%
50%
60%
70%
30-40 41-50 51-60 60-above
Participants Profile ByGender
12
10%
20%
30%
40%
50%
60%
70%
Participants Profile ByBoard Role
13
Company Secretary
Other
Chairman
Executive Director
Independent Director
Chief Financial O�cer
Chief Executive O�cer
Non-Executive Director
5% 10% 15% 20% 25% 30% 35% 40% 45%
14
KeyFindings
Developing Corporate Strategy & periodicallyreviewing level of Implementation and Execution
15
Agree StronglyAgree
Not Sure StronglyDisagree
Disagree
10%
20%
30%
40%
50%
70%
60%
80%
Discussions around ExecutiveCompensation and link to Corporate Performance
16
Agree StronglyAgree
Not Sure StronglyDisagree
Disagree
10%
20%
30%
40%
50%
80%
70%
60%
Defining Non-Financial PerformanceMetrics for the Chief Executive O�cer andundertaking an Annual Performance Evaluation
17
Agree StronglyAgree
Not Sure StronglyDisagree
Disagree
10%
20%
30%
40%
50%
80%
70%
60%
Board Composition - Director Skill Sets and Diversitywithin the context of Corporate Strategy
18
Agree StronglyAgree
Not Sure StronglyDisagree
Disagree
10%
20%
30%
40%
50%
70%
60%
80%
Greater Oversightof External and Internal Audit
19
Agree StronglyAgree
Not Sure StronglyDisagree
Disagree
10%
20%
30%
40%
50%
70%
60%
80%
Monitor rapidly changingPrivacy and Cybersecurity Requirements
20
Agree StronglyAgree
Not Sure StronglyDisagree
Disagree
10%
20%
30%
40%
50%
70%
60%
80%
Focus onSustainability Issues and Reporting
21
Agree StronglyAgree
Not Sure StronglyDisagree
Disagree
10%
20%
30%
40%
50%
70%
60%
80%
Oversight of Corporate Culture
22
Agree StronglyAgree
Not Sure StronglyDisagree
Disagree
10%
20%
30%
40%
50%
70%
60%
80%
Oversight of HumanResources and Talent Management
23
Agree StronglyAgree
Not Sure StronglyDisagree
Disagree
10%
20%
30%
40%
50%
70%
60%
80%
Succession Planningfor the Board of Directors
24
Agree StronglyAgree
Not Sure StronglyDisagree
Disagree
10%
20%
30%
40%
50%
70%
60%
80%
Succession Planning for theChief Executive O�cer and Senior Management
25
Agree StronglyAgree
Not Sure StronglyDisagree
Disagree
10%
20%
30%
40%
50%
70%
60%
80%
Oversight of Risk Managementwithin the context of Digital Disruption
26
Agree StronglyAgree
Not Sure StronglyDisagree
Disagree
10%
20%
30%
40%
50%
70%
60%
80%
Compliance
27
Agree StronglyAgree
Not Sure StronglyDisagree
Disagree
10%
20%
30%
40%
50%
70%
60%
80%
Crisis Management and Planning
28
Agree StronglyAgree
Not Sure StronglyDisagree
Disagree
10%
20%
30%
40%
50%
70%
60%
80%
29
Top 5 Trends forBoards Over the Next12 Months
What five trends do you foresee will have the greatestimpact on your company over the next 12 months?
30
10% 20% 30% 40% 50% 60% 70%
Other
Subsidiary Governance
Social & Environmental Risks
Conflict Management
Corporate Ethical Culture
Executive Compensation
Increased Regulatory Oversight
Financial Reporting
4
What five trends do you foresee will have the greatestimpact on your company over the next 12 months?
31
10% 20% 30% 40% 50% 60% 70%
Mergers & Acquisition in the Industry
Pace of Digital Disruption
Scarcity of Talent
Country Risk
Business Model Disruptions
Cyber Security Threats
Change in the Regulatory Environment
Economic & Political Changes 1
3
5
2
80% 90%
32
Highlights
These are ranked as the most significant front burner topicsthat corporate Boards should keep on the agenda in 2019 and beyond.
33
Defining Non-Financial
Performance Metrics for the
Chief Executive O�cer and
undertaking an Annual
Performance Evaluation
Succession Planning for
the Board of Directors
Monitor Rapidly Changing
Privacy and Cybersecurity
Requirements
Focus on Sustainability
Issues and Reporting
Compliance
Oversight of Human Resources
and Talent Management
Development of Corporate
Strategy and Periodically
reviewing Level of Implementation
Oversight of Risk Management
within the Context of Digital
Disruption
Succession Planning for the
Chief Executive O�cer and
Senior Management
Crisis Management and
Planning
Oversight of Corporate
Discussions around Executive
Compensation and link to Corporate
Performance
Greater Oversight of External and Internal Audit
Board Composition:
Director Skill Sets and Diversity
within the context of Corporate
Strategy
34
Oversight of Risk Management
within the Context of Digital
Disruption June, 2019
© 2019 DCSL Corporate Services Limited. No part of this report may be used, reproduced or adapted without the prior written consent of the copyright owner. All rights reserved
