Overview
This 2016 Master’s dissertation examines whether Zambia’s largely self-regulatory corporate governance framework effectively ensures compliance. It traces the historical and political evolution of governance practices across the Kaunda, Chiluba, Mwanawasa, Banda, and Sata eras, highlighting persistent enforcement weaknesses, regulatory gaps, and governance setbacks in state-owned and private sectors. The study evaluates Zambia’s Companies Act (Cap 388) and the Lusaka Stock Exchange (LuSE) Code, noting limited coverage, weak enforcement, and insufficient requirements for independent oversight. Case studies include tax avoidance structures involving Zambia Sugar/Illovo, governance risks linked to Chinese investment, and the Zambeef formaldehyde episode, illustrating jurisdictional and compliance challenges for both listed and unlisted firms. A comparative review contrasts South Africa’s “apply or explain,” the UK’s “comply or explain,” the USA’s “comply or else,” and OECD guidance, arguing that Zambia’s context may benefit from a stronger, possibly mandatory, enforcement backbone supported by ethical leadership and stakeholder participation. Recommendations include revising the Companies Act, embedding stakeholder inclusivity, advancing integrated reporting, promoting responsible investing, strengthening regulatory capacity, and combating corruption.