Law and corporate governance in Uganda: the role of directors and secretaries

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The university of Dar es Salaam
This study exposes the divergence both in theory and practice between the Eurocentric and Afrocentric approaches to sound corporate Governance. It was premised on the law and role of directors and secretaries in corporate governance. It highlights the determinants of directors/secretaries unethical behaviour in corporate governance in Uganda against the backdrop of existing legislation in Uganda. The study population comprised Directors, Company Secretaries, Company Registrars, Procurement Professionals, Judges, Court Registrars and Magistrates. Data was collected using interview guides and self administered questionnaires. The interview guides helped to collect qualitative data. Quantitative data was collected using questionnaires and was analysed using SPSS V19. The study established low levels of corporate governance in Uganda. It established that shareholders wealth maximization encourages unethical behaviour of directors. In a highly competitive economic environment, directors are under huge pressure to produce the returns that shareholders require. Violation of company law and other legislation becomes a necessity and not an option. A company has been turned into a vehicle for stealing public resources. Government is now the main source of cheap capital for companies belonging to bureaucrats. It was established that in Uganda, illiterate persons own and manage companies; they do not keep records, do not file annual returns and do not hold the necessary general meetings. The operation and management of the company was found to be premised on the convenicne theory of Corporate. The study recommends and proposes the enactment of a legislation to set qualifications of directors/secreatries and to impose deterent sentences for impropriety.
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Corporate governance, Law and legislation, Directories of Corporations, Secretaries, Uganda
Zeija, F.(2012). Law and corporate governance in Uganda: the role of directors and secretaries. Master dissertation, university of Dar es Salaam. Available at (