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Leading with Purpose: East Africa’s Governance Journey

Corporate governance has become the defining standard for how businesses across East Africa attract investment, build trust, and ensure long-term sustainability. As the region continues to grow, developments from Rwanda, Kenya, Tanzania, and Uganda illustrate that governance is no longer a backroom issue but a boardroom priority. As Rwanda positions itself as a hub for investment and innovation, the role of corporate governance is critical. At the centre of this is the board of directors, charged with guiding companies toward sustainable growth, ethical leadership, and compliance with the law.

Rwanda’s Companies Law No. 007/2021 reinforces this responsibility. It gives boards full authority over company affairs and spells out the duties expected of directors such as acting in good faith, exercising care and diligence, avoiding conflicts of interest, and ensuring the company remains financially sound. It also sets out penalties where these duties are breached, ranging from financial liability to possible criminal consequences. This clarity means that directors cannot treat governance as an abstract principle but a legal and practical responsibility. Training and capacity building for board members therefore become essential, helping leaders not only understand their obligations but also make better decisions, strengthen accountability, and embed a culture of ethical leadership.

Moreover, independent oversight emerges as one of the most important pillars of corporate governance. When boards are dominated by insiders, decision making can become skewed, serving only a few rather than protecting the broader interests of shareholders and investors. This challenge comes into sharp focus in Kenya with the Limuru Tea PLC case. The company’s board lacks a majority of non-executive directors and does not have an independent nomination committee, both critical safeguards to ensure balance and accountability. The Capital Markets Authority identified these gaps as noncompliance, and when the matter was reviewed, the Capital Markets Tribunal upheld the regulator’s findings. By confirming the breach, the tribunal reinforces a vital lesson for boards across the region. Independent oversight is not optional or a formality, it is central to investor confidence, ethical leadership, and the long-term sustainability of the company.

Meanwhile, Kenya’s High Court delivered a landmark ruling that strengthens the governance environment for cross-border business. The Court clarified that a foreign company does not need to register in Kenya to sue in Kenyan courts. As long as the company is duly incorporated in its home country, it is recognised as a legal entity with full standing to seek justice locally. This decision is more than a legal technicality. It affirms that access to justice and contract enforcement are core to a transparent and reliable business environment. For investors, it reduces unnecessary barriers, lowers costs, and signals Kenya’s commitment to international commercial norms. In governance terms, it reinforces accountability, legal certainty, and investor protection, all essential foundations for building trust in the market.

Furthermore, Kenya moves to strengthen transparency within organisations through a new bill requiring employers to establish formal whistleblower systems. These systems are not just reporting channels, they are governance tools that give employees a safe, confidential, and structured way to flag concerns such as fraud, corruption, harassment, or other forms of misconduct. Institutionalising these processes makes accountability part of everyday organisational culture, rather than something that emerges only during crises or regulatory intervention. At its core, whistleblowing strengthens corporate governance by creating direct lines of accountability between employees, management, and boards. It enables organisations to surface risks early, enforce ethical standards, and demonstrate a commitment to transparency, reinforcing trust and long-term sustainability.

Across East Africa, there is growing recognition that business incentives such as tax reliefs and duty remissions can only deliver real impact if they are managed responsibly and transparently. Incentives are designed to stimulate production and growth, but their success ultimately depends on how well they are governed and applied in practice. In this context, the Tanzania Revenue Authority reminds manufacturers benefiting from the East African Community Duty Remission Scheme that they must file quarterly returns. This step ensures that businesses remain accountable in how they use regional incentives and that the system is not misused. Misapplication of the scheme comes with financial penalties, underscoring that incentives are tied to responsibilities. This reflects a broader regional trend where governance expands beyond corporate boards into supply chains, tax compliance, and cross border operations.

Uganda has also been at the forefront of strengthening corporate governance in the region. Corporate governance in Uganda has gained attention as investors and regulators increasingly emphasize transparency, accountability, and effective board oversight. Clear ownership structures and robust governance practices are seen as essential to building market confidence and protecting stakeholders. As part of this initiative, the Capital Markets Authority Corporate Governance Regulations 2025 Statutory Instrument 15 of 2025 were published in January 2025 and took effect on June 9, 2025. The regulations set out clear expectations for public listed companies and market intermediaries. They require companies to establish key board committees, including audit, nomination, and remuneration committees, and ensure robust oversight at the board level.

These regulations also specify situations in which the Registrar of Companies has to annotate information on the company register, promoting transparency and accountability in corporate ownership and control. The measures strengthen governance frameworks, align Uganda’s practices with international standards, and enhance investor confidence in the country’s capital markets. They serve as a strong indicator of how regulators across East Africa increasingly prioritise clear rules, accountability, and transparency have to create a more stable and trustworthy business environment.

Across East Africa, corporate governance is evolving from a regulatory expectation into a strategic advantage. From Rwanda’s board training initiatives to Kenya’s tribunal rulings and whistleblower reforms, Tanzania’s compliance oversight  and Uganda’s strengthened regulatory framework, businesses that embrace these standards are better positioned to attract investment, mitigate risks and sustain long-term growth. Governance is no longer just a set of rules. It is the foundation for trust, resilience, and regional competitiveness.

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