The Efficacy of Mandatory Corporate Governance Regulation in an Emerging Market: Lessons from Nigeria

Abstract

This thesis examines the application of mandatory corporate governance regulation in Nigeria,
following the introduction of multiple corporate governance reforms in this jurisdiction. With the aid
of corporate governance theories and the theory of responsive regulation, this thesis analyses how
regulators in this emerging market have attempted to escalate to the mandatory observance of corporate
governance principles. This analysis details the factors that have enabled and frustrated the practical
application of the regulators’ responsive approaches, and recommends improvements to regulatory
practice in this field.
The socio-legal methodology was used to facilitate this study’s objectives of analysing the reforms
within their context, and examining their practical implications. Qualitative data was collected through
semi-structured interviews with qualified company executives and regulators in Nigeria. Due to the
COVID-19 pandemic and the resulting health regulations, the interviews were conducted by way of
video conferencing and telephone.
Following the analysis of the interview data through NVivo 12 software, this study concludes that the
escalation to mandatory corporate governance regulation has resulted in improvements to compliance
rates and governance standards in this emerging market. However, the substance of these improvements
has been constrained by inadequate regulatory capacity and the existence of multiple regulators of
corporate governance.
This thesis contributes to the body of research on corporate governance in emerging markets as well as
the theory of responsive regulation, by testing the core principles of this theory within the context of
mandatory corporate governance regulation in Nigeria. In addition, this thesis demonstrates how sociolegal research can be conducted remotely in the wake of the COVID-19 pandemic. This thesis also
outlines how responsive corporate governance regulation may be successfully applied in emerging
markets with similar needs and characteristics to Nigeria.

Date of Award	2021
Original language	English
Supervisor	Robert Goddard (Supervisor) & Daniel Cash (Supervisor)