CORPORATE GOVERNANCE AND DISCLOSURE OF DIRECTORS' REMUNERATION IN NIGERIA: THE ROLE OF AUDITORS

Abstract

In every economy, directors' remuneration is a critical aspect of corporate governance, influencing company performance, investor confidence, and regulatory compliance. This paper addressed the disclosure policy in the corporate governance of directors’ remuneration and the role of auditors in ensuring that the policy is complied with. The work evaluated the key components of directors’ remuneration, such as salaries, bonuses, stock options, and other benefits among others sectoral variations and variables. The paper found that while some companies are reluctant to disclose information about their directors’ remuneration, for the reason that such disclosure could harm their competitive position or tamper with the privacy of individual directors, non-disclosure has aided directors to feed fat on their collapsing companies through their perceived excessive and unmonitored remuneration. A doctrinal research methodology was adopted and the paper concluded that laws such as the Companies and Allied Matters Act, 2020 and the Corporate Governance Codes have laid down rules to regulate the fixing of the director’s remuneration to ensure transparency in the financial dealings of the company, particularly the law on mandatory auditing. It was recommended that while auditing a company’s account is a good way of monitoring the financial well-being of a company to enhance transparency, accountability, and fairness in Nigeria’s corporate sector, the auditors must be independent, external and if possible, undisclosed.