Abstract:

Corporate governance has become a topical issue among the academics, analysts and practitioners as a result of accounting scandals and business failures across the globe. The burning issue of bank loan defaulters in Nigerian banking system which led to the establishment of the asset management corporation of Nigeria (AMCON) afforded a unique opportunity to investigate the quality of corporate governance in troubled, non-listed companies in Nigeria. 80 non-listed firms were selected for the study from the list of 98 non-listed firms (AMCON debtors), using Slovin 1960 sampling size formula. Copies of questionnaire were administered on 240 chief financial officers (CFOs) or equivalents. 204 copies of questionnaire representing 85.0% response rate were found suitable for data analysis. Exploring descriptive statistical tools (means and standard deviations) the study revealed executive and non-executive directors’ imbalance, weakness in the presence of financial experts on the board and gender imbalance. Further findings revealed weakness in the independence of audit committee and functioning of corporate governance committee. The study concludes that corporate governance quality in troubled, non-listed companies in Nigeria is very low. Consequently, a synergy between Financial Reporting Council of Nigeria (FRCN) and Security and Exchange Commission (SEC) is recommended for synthesis of an abridged, east-to-implement corporate governance code for non-listed companies in Nigeria.