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RESEARCH PROJECT

An Evaluation of the Quality of Corporate Governance in Bamenda Police


Co-operative Credit Union LTD (BAPCCUL) and Impacts on Key
Stakeholders

Okwen Kenne Foma

Word count: 6,124

An Evaluation of the Quality of Corporate Governance in Bamenda Police Co-operative


Credit Union LTD (BAPCCUL) and Impacts on Key Stakeholders

DEDICATION

TO

My parents, my wife and my friends

An Evaluation of the Quality of Corporate Governance in Bamenda Police Co-operative


Credit Union LTD (BAPCCUL) and Impacts on Key Stakeholders

ACKNOWLEDGEMENTS

Thanks to my project mentor (MR BARFOUR ADDO) for guiding me through this project
and for his relentless effort in making sure that my project is of great quality.
Very special thanks to the project participants. Also thanks to the manager of BAPCCUL for
giving interviews and filling out questionnaires as well as for giving me permission to carry
out my project in the organization.
None of this would have been possible without the continuous support of my mother and my
wife. Thanks for the wonderful love and support you both showed me.

An Evaluation of the Quality of Corporate Governance in Bamenda Police Co-operative


Credit Union LTD (BAPCCUL) and Impacts on Key Stakeholders

TABLE OF CONTENTS

INTRODUCTION6
CHAPTER ONE: PROJECT OBJECTIVES AND RESEARCH APPROACH
1.1 RATIONALE FOR SELECTING PROJECT TOPIC7
1.2 RATIONALE FOR SELECTING BAPCCUL 7
1.3 PROJECT OBJECTIVES 7
1.4 RESEARCH APPROACH ..8
CHAPTER TWO: INFORMATION GATHERING AND BUSINESS TECHNIQUE
2.1 PRIMARY SOURCES OF INFORMATION .9
2.2 SECONDARY SOURCES OF INFORMATION..10
2.3 LIMITATION OF THE SOURCES AND METHOD UTILIZED TO OBTAIN
INFORMATION 10
2.4 ETHICAL ISSUES ENCOUNTERED IN GATHERING INFORMATION 11
2.5 BUSINESS TECHNIQUE AND MODELS12
2.6 LIMITATION OF BUSINESS TECHNIQUE AND MODEL .14
CHAPTER THREE: FINDINGS AND THE EVALUATION OF GOVERNANCE IN
BAPCCUL AND IMPACT ON KEY STAKEHOLDERS
3.0 FINDINGS FROM QUESTIONNAIRE AND OTHER DATA SOURCES.15
3.1 BOARD STRUCTURE..15
3.2 COMMITTEE AND STRUCTURE17
3.3 ROLES AND RESPONSIBILITIES OF THE BOARD OF DIRECTORS IN
BAPCCUL..18
3.4 BOARD SKILLS, COMPETENCE AND KNOWLEDGE
19
3.5 BOARD STEERING, STRATEGY, SYSTEM AND
SUCCESSION..20

An Evaluation of the Quality of Corporate Governance in Bamenda Police Co-operative


Credit Union LTD (BAPCCUL) and Impacts on Key Stakeholders

3.6 BOARD AND COMMITTEE REMUNERATION.23


3.7

FINANCIAL REPORTING, INTEGRITY AND INTERNAL CONTROL ..23

3.8

AUDITORS AND AUDIT COMMITTEE24

3.9 RISK MANAGEMENT24


4.0 RELATIONSHIPS WITH SHAREHOLDERS, INSTITUTIONAL SHAREHOLDERS
AND SHAREHOLDER RIGHTS 25
4.1 EVALUATION OF BAPCCUL CORPORATE GOVERNANCE28
4.2 CONCLUSION OF EVALUATION AND IMPLICATION TO OVERALL
BAPCCUL GOVERNANCE32
4.3 STAKEHOLDERS OF BAPCCUL AND INFLUENCE32
4.4 IMPACT ON OVERALL QUALITY OF GOVERNANCE ON KEY
STAKEHOLDERS33
4.5 LIMITATION OF RESULTS35
4.6 WEAKNESSES36
4.7 RECOMMENDATION37

An Evaluation of the Quality of Corporate Governance in Bamenda Police Co-operative


Credit Union LTD (BAPCCUL) and Impacts on Key Stakeholders

INTRODUCTION

The Bamenda Police Co-operative Credit Union LTD (BAPCCUL) Microfinance enterprise
is a savings and loan co-operative. BAPCCUL was created in 1969 by the police of western
Cameroon with the primary goal to serve only the police force members. It later extended its
membership to people outside the police force. Currently, the majority of the members are
not police and BAPCCUL is the second largest credit union in the league of credit unions in
Cameroon. BAPCCUL has five branches in Cameroon in the following regions: Yaound,
Bamenda, Douala, Camp, Yabassi, and Bafia. This organization provides the following
services to its members: payment of salaries, overdraft facilities and loans.

An Evaluation of the Quality of Corporate Governance in Bamenda Police Co-operative


Credit Union LTD (BAPCCUL) and Impacts on Key Stakeholders

CHAPTER ONE
PROJECT OBJECTIVES AND RESEARCH APPROACH
1.1

RATIONALE FOR SELECTING PROJECT TOPIC

The researcher has a particular interest in corporate governance and intends to carry out his
graduate and PHD studies in this field to prepare to work as a consultant for organizations
and government institutions. This RAP is a stepping-stone for the researcher to become a
corporate governance consultant.
Corporate governance is an important business topic to politicians, regulators and business
scholars. Since the ENRON scandal, many adjustments have been made to organizations
governance to prevent duplicitous transactions. Writing a research project on this topic will
give the researcher first-hand experience of governance and enhance the researchers
evaluation skills.
1.2

RATIONALE FOR SELECTING THE BAPCCUL

The researcher believes BAPCCUL will provide valuable information for the evaluation of
corporate governance with respect to international standards as compared to other credit
unions, which are smaller and less organized.
The members and employees willingly cooperated in answering the questionnaire and
interviews issued by the researcher. These employees are qualified and understand the
importance of the project to the researcher and to the organization.
The researcher believes that targeting the second largest institution in the credit union
industry can provide substantial information about the governance of credit union institutions
in Cameroon (Innocent, 2007). Information gathered during this research project may be of
used to future researchers who are interested in this industry and topic.
1.3

PROJECTS OBJECTIVES

The principal objective of this project is to evaluate the quality of corporate governance in
BAPCCUL by determining if BAPCCUL governance complies with the Combined Code
Principles of the UK and assessing the impact on the key stakeholders. This project will
identify weaknesses and make recommendations to enhance the quality of governance in the
BAPCCUL.
This project intends to discover the following about the BAPCCUL:

How is the Board structured?


What is the role of the Board and committees?

An Evaluation of the Quality of Corporate Governance in Bamenda Police Co-operative


Credit Union LTD (BAPCCUL) and Impacts on Key Stakeholders

1.4

What is the skill and competence of the Board members?


Is reliable and relevant information circulated for the Board to make informed
decisions?
How is succession planning carried out in the Board?
What are the ethical codes established within the company?
How does the company remunerate the Board and committee members?
How does the company safeguard integrity in financial reporting?
Who are the external and internal auditors and how independent are they?
How does the company identify and manage risk?
Who are the key stakeholders of the company?
How does the company maintain proper dialogue with the shareholders?
How does BAPCCUL governance comply with the Combined Code Principles?
How does the governance impact the stakeholders?
RESEARCH APPROACH

The researcher intends to use a simple and logical approach to accumulate, present and
evaluate this information in order to meet the project objectives and answer the project
questions.
Primary sources of information were extensively used to get information since the researcher
considers this a valuable form of information. To answer the research questions, permission
was requested from the BAPCCUL head office to send out questionnaires to a randomly
selected sample of employees, members and Board members. Interviews with the Board
members were carried out by the researcher. Thus, much of the evaluation was based on the
questionnaires and the interviews.
Secondary data was obtained from extensive web research and from textbooks. This helped
the researcher to obtain internationally recognized corporate governance codes and principles
to assist in evaluating the primary sources of information.
Data obtained has been analyzed and presented in tables, pie charts, and vertical and
horizontal bar codes, so that the information obtained can be easily understood. Weightings
are given to the different areas of the combined code and each area is compared to that of the
BAPCCUL so as to assess the implications to the overall quality of governance in the
BAPCCUL. This approach highlights the qualitative aspects of the research and helps readers
to easily evaluate quality of governance of the BAPCCUL with respect to the international
standard, the Combined Code of the UK.

An Evaluation of the Quality of Corporate Governance in Bamenda Police Co-operative


Credit Union LTD (BAPCCUL) and Impacts on Key Stakeholders

CHAPTER TWO

INFORMATION GATHERING AND BUSINESS TECHNIQUE


2.0

SOURCES OF INFORMATION AND DESCRIPTION OF THE METHODS USED


TO OBTAIN THIS INFORMATION

Primary and secondary sources of information were used to amass information to meet the
project objectives.
2.1

PRIMARY SOURCES OF INFORMATION

Corporate governance questionnaire (Appendix 1): Questionnaires were sent to a sample of


employees, Board and members at the head office in Bamenda. This was the principal source
of information for the research.
The entire group of employees and Board members was used as the sample due to the low
population size, so as to give a better result that represents the population. For the members,
the researcher used random sampling techniques to minimize bias, thus ensuring that the
sample accurately represents of the population of members.
Management
Category

Board Members

Employees

Members

Total number

13

36

16784

Sample size

13

36

100

Average number of
respondent

10

25

80

Respondent base rate

77%

69%

80%

The aim was to get a sample representative of each population while minimizing the sample
bias. A bias sample is a sample with characteristics different from population (Perry, 2004).
An Evaluation of the Quality of Corporate Governance in Bamenda Police Co-operative
Credit Union LTD (BAPCCUL) and Impacts on Key Stakeholders

Interview (Appendix 2): This was designed to obtain further information that could not be
obtained from using the questionnaires while also corroborating the information from the
questionnaire. The researcher was not able to interview all the Board members as was
intended. This interview targeted questions such as the Board remuneration and criteria for
Board membership.
Request for information (Appendix 3): This was used to get more information that could not
be obtained from interviews and questionnaires, including details about organization structure
and the organizations ethical policies. This request was made to the manager of the
BAPCCUL headquarters. Request for the information acted as a corroborative source of
information for the questionnaire and interviews.
2.2

SECONDARY SOURCES OF INFORMATION

Corporate governance, annual reports, and journals from the BAPCCUL and other
management texts provided information for the research project. These texts provided
information about general principles and concepts on corporate governance. Most business
models used for the evaluation of corporate governance and identification of stakeholders
were obtained from management texts and online materials.
Online materials: The researcher made use of the internet to gather materials for the research.
ACCA, HELIUM, and FRC websites were used to obtain information that was utilized in the
evaluation of the corporate governance of the BAPCCUL.
2.3

LIMITATION OF SOURCES AND METHODS UTILIZED TO OBTAIN


INFORMATION

A) The researcher is aware of the limitations of the questionnaire, though it was the main
source of information for the project. Participants might have chosen to respond insincerely;
some participants refused to answer the questionnaire though the reason for the project was
clearly explained to them. Also designing a questionnaire that covered all information that
was needed was not possible due to the problem of time and space. Not all questionnaires
distributed were retrieved. The researcher took a lot of time to design, distribute, collect and
evaluate the questionnaires in order to obtain a fairly accurate representative sample for the
project. One hundred and forty-nine questionnaires were distributed.
B) Interview: The interviews were directed mainly at the Board of Directors and committee
members. But getting to interview the Board of Directors was difficult since they had lots of
work to do. Some Board members tried to make the interview short and it was not possible
for the researcher to actually ask all the questions intended.
C) Request for information: Not all the information requested by the researcher was provided.
Some of this information was considered confidential such as the bonuses and salaries of
Directors.
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Credit Union LTD (BAPCCUL) and Impacts on Key Stakeholders

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D) Internet: The internet was a valuable information source. The researcher carefully
scrutinized the authenticity of websites and the reliability of the material obtained from these
websites.
E) Books: Obtaining books in the library was a grave problem for the researcher. The local
library has very few books on writing research papers and corporate governance. The few
books in the library were borrowed by students and were not returned on time. The problem
of book scarcity was also due to the lack of many libraries in the researchers town. The
researchers mentor was kind to lend books from his personal library for completion of the
project.

2.4

ETHICAL ISSUES ENCOUNTERED IN GATHERING INFORMATION

The researcher encountered a number of ethical issues during the process of gathering
information.
The information requested from the organization was handed to the researcher based on the
belief that this was solely for academic purposes and not for any other ulterior motive. Based
on the principle of confidentiality, the researcher endeavored not to divulge any information
deemed important to the organizations management.
The information obtained was evaluated based on a high degree of integrity. The project
mentor also ensured that the information was fair and honest by checking the researchers
evaluation of the information gathered. No attempt was made by the researcher to
deliberately falsify any information.
Secondary information from books and articles was properly referenced and permission was
obtained to use this information, especially the information from the case study organization.
In evaluating the information, the researcher found it imperative to adhere to the principle of
objectivity in all judgments. The researcher tried not to be biased or prejudiced and tried not
to pay attention to irrelevant material that would render the research not pertinent.
2.5

BUSINESS TECHNIQUES AND MODELS

The Anglo-Saxon form of governance was used to evaluate the governance of BAPCCUL.
These models include the Combined Code of the UK, Sarbanes-Oxley of the USA and the
OECD MODEL as put forth in (Johnson and Scholes, 2008). The model used to evaluate the
BAPCCUL governance is the Combined Code of the UK.

OECD Model

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Credit Union LTD (BAPCCUL) and Impacts on Key Stakeholders

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The (OECD, 2004) principle of governance was introduced in 1999 and has since been the
corporate governance benchmark in influencing the drafting of national codes. The main
principles as put forth in (Solomon, 2007) are as follows;

Protection of shareholders rights

Ensuring the equitable treatment of all shareholders

Recognition of rights of shareholders and employees

Ensuring timely and accurate disclosure

Ensuring the strategic guidance of the company.


SARBANESOXLEY

The Sarbanes-Oxley (SOX) Act of 2002 as found in (Anand, 2007) was created as part of the
corporate scandals that occurred late in 1990s and early 2000s.The act was passed so as to
restore and enhance investors confidence in the US public financial market. One of main
objectives of the act was to establish clear accounting and reporting practices for publicly
traded companies in the U.S. Public companies and their subsidiaries both in and out of USA
comply with the act.
MAIN SECTIONS OF THE SOX
From (Soxlaw, 2006), the main sections of the SOX codes are;

Sarbanes-Oxley Section 302

SarbanesOxley Section 401

Sarbanes-Oxley Section 404

Sarbanes-Oxley Section 409

Sarbanes-Oxley Section 802

The SOX is a rule-based approach to corporate governance, see (Campbell, 2008b)

COMBINED CODE OF THE UK


An Evaluation of the Quality of Corporate Governance in Bamenda Police Co-operative
Credit Union LTD (BAPCCUL) and Impacts on Key Stakeholders

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The Combined Code of Governance (Combined Code of Governance, 2008) was formerly
the UK corporate governance code that set standards of good governance practices for listed
companies. Its based on principles rather than rules and companies are required to comply or
explain otherwise (Campbell, 2008b).
The Combined Code is made up of four main areas:
1) Directors (responsibilities of Board, Chairman and Chief Executive Director (CEO),
Board balance and independence, appointments, information and professional
development, re-election).
2) Remuneration (remuneration policy for directors).
3) Accountability and auditing (financial reporting, internal control, auditors and audit
committee).
4) Relationship with stakeholders (dialogue with institutional stakeholders, constructive
use of governance) and institutional stakeholders (dialogue with companies,
evaluation of governance, shareholder voting.
5)
1T-7S model
This model by (Rowa, 2008) looks at different areas to evaluate a companys board. These
areas include:
1) Steering: Does the organization have a mission and ethical code? Does everyone
understand the mission?
2) Structure: How are the Board and committees set up? Is the board the right size and
are the committees appropriate?
3) Skills: Does the Board receive training needed to carry out their job?
4) System: Are materials distributed in advance of meetings? How is communication
between members of Board?
5) Strategy: Does the company have a long-term plan?
6) Succession planning: Is there always a pool of candidates for Board member and
Chief Executive Officer (CEO) positions? Is the Board qualified to pick the CEO?
7) Stakeholders: How is the Boards relationship with stakeholders?
8) Teamwork: Does the Board work as a team? Do they communicate as a team?

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Credit Union LTD (BAPCCUL) and Impacts on Key Stakeholders

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Percentages, bar charts and pie charts are also used in this RAP to present the information
from the questionnaire.
2.6

LIMITATIONS OF BUSINESS TECHNIQUES AND MODELS

Percentages, bar charts and pie charts are based on the underlying data from which they are
constructed and can only be accurate if the underlying data provided is also accurate (Doane
and Seward, 2008).
The Combined Code of Corporate Governance is a model used in the UK as a benchmark for
corporate governance best practice. This model is based on the dynamic market orientation,
extensive internationalization and fluid capital investments in the UK (Johnson and Scholes,
2008). Using this model to evaluate organization governance in a developing country does
not accurately represent the organization because of poor fluid capital investments, poor
educational background, poor governance awareness, different business cultures and the size
of the BAPCCUL compared to multinational companies listed in the London Stock
Exchange.
The 1T and 7S model might not contain all the different attributes needed to describe and
evaluate a Board in a developing country since its assumptions are based on business culture
in the USA, which might be different from the practices in Cameroon.

CHAPTER THREE
An Evaluation of the Quality of Corporate Governance in Bamenda Police Co-operative
Credit Union LTD (BAPCCUL) and Impacts on Key Stakeholders

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FINDINGS AND THE EVALUATION OF GOVERNANCE IN BAPCCUL AND THE


IMPACT ON KEY STAKEHOLDERS
3.0
FINDINGS FROM QUESTIONNAIRE AND OTHER DATA SOURCES
The questionnaire was designed to assess the extent of corporate governance in the
BAPCCUL. The findings of the questionnaires and the other data are reported based on the
project questions using the 7S and 1T model to describe the Board.
3.1
BOARD STRUCTURE
Board structure according to (Rowe, 2008) is how the Board and its committees are set up. Is
the Board the right size? Are the committees appropriate? The Board of the BAPCCUL is
made up of individuals, called members, who own the credit unions. To become a member
according to (The Union, 2005), the individual must meet the following criteria
a) Fill a standard membership application form
b) Pay a registration fee of 3000 FCFA
c) Buy at least 50 shares at 1000 FCFA per share. These shares are refundable upon
withdrawal of membership
d) Save at least 1000 FCFA
e) Acquire a loan policy and by-laws
f) Submit two passport-size photograph and a copy of birth certificate or identity card
g) Pay a building contribution fee of 5000 FCFA.

TABLE 1: Yes or No Analysis for Questions 1-5 of the Questionnaire


Q
1
2
3
4
5

Members
Yes No
80% 10%
- 70%

NA
10%
30%

Board
Yes
100%
-

No
80%

NA
20%

Employees
Yes
No
60%
20%
80%

NA
20%
20%

From the analysis of the question 1 of the questionnaire, 70% of members, 100% of the
Board and employees indicate that the Board is made seven members. For question 2, 70% of
An Evaluation of the Quality of Corporate Governance in Bamenda Police Co-operative
Credit Union LTD (BAPCCUL) and Impacts on Key Stakeholders

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members, 100% of the Board and 80% of the employees indicate there are three Executive
and four Non-Executive Directors. For question 3, 80% of members, 100 % of the Board and
100% of employees indicate that the Chairman is from the Executive Board. Question 4
responses indicate that the President of the Board acts as the Chairman of the Board and the
CEO of the organization. There are no clearly defined functions differentiating the CEO and
the Chairman positions based on the response to question 5 of the questionnaire with 77% of
respondents indicating No to the question.
According to (BAPCCUL, 2010), members can become part of the Board of directors if they
meet the following criteria: they must save at least 12 times per year, have at least 1 million
FCFA in their account, and have no loan delinquencies. The Directors are voted-in every five
years by the members during the general meeting. Each Director stays in office for only two
terms, but can wait for another five years to get re-elected. The Board is headed by the
President, who is voted-in by members through a 51% majority. The President then elects a
Vice President who acts as his deputy in the Board. The daily management is delegated to the
Manager of the credit union who participates in the Board meetings but is not considered a
Board member himself. This person is under the supervision of the Executive Board of
Directors, headed by the President (Appendix 2, Interview Questions

3.2

COMMITTEES AND FUNCTIONS

The committees, according to (BAPCCUL, 2010), carry out the following functions:
A) SUPERVISORY COMMITTEE: This committee is made up of three members of the
credit union and reports directly to the general assembly. Their main function is to ensure that
the accounts are properly kept by the manager and also to ensure that the control activities in
the organization are appropriate and adequate. They carry out cash counts, inventory
inspections, and asset evaluations to ensure the safeguard of the credit union assets. These
members are not part of the Board.
B) WOMENS COMMITTEE: The Womens committee function is to help enhance the
participation of women in the organization. They work to increase the number of female
members of the BAPCCUL and also to participate in the Board and committees of the
organization. This committee reports directly to the general assembly. Members of this
committee are not part of the Board.
C) EDUCATION COMMITTEE: This committee helps improve members knowledge in all
areas concerning the management of their credit union. They also ensure that the Board
members and Committee members enhance their knowledge so that they can be able to make
sound decisions for the going concern of the organization. This committee brings experts to
organize seminars and ensure that members attend the seminars. Members of this committee
are made up of Executive and Non-Executive Directors.
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D) CREDIT COMMITTEE: The Credit committee function is to ensure that loans are
granted within the loan policy and that delinquency rates are minimized. This committee
reports directly to the Board members and is made up of non-Executive Directors.
TABLE 2: Committees and Number of Members
Committee
Supervisory committee
Womens committee
Education committee
Credit committee

Number of Members
3
3
3
3

Percentage
25%
25%
25%
25%

Based on the information received from the Manager, there are seven Board members and six
other individuals who are not Board members acting in the Supervisory and Womens
committees of the organization. The Education and Credit committees are made up of Board
members. (See Appendix 3, Request for Information).

3.3

ROLES AND RESPONSIBILITIES OF THE BOARD OF DIRECTORS IN THE


BAPCCUL

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The Board has the following responsibilities:


a)
b)
c)
d)
e)
f)
g)
h)
i)
j)
k)
3.4

Oversee the activities of the credit union


Review the financial and operational performance of the company
Discuss loan investments that are above the management and credit committees
Recruitment and dismissal of staff
Motivation of staff and Board members
Endorse the financial statement produced by the management of the company
Set the strategic direction of the company
Arrange acquisition of land and the leases of premises and property
Establish and monitor delegated authorities
Decide the level of remuneration for employees and members of the Board
Identify principal risk and review the risk management policy (Appendices 1 and 2)
BOARD SKILLS, COMPETENCE AND KNOWLEDGE

Skill is the ability to do something well while knowledge is fact, information and skill
acquired through experience or education (Oxford dictionary, 2008). Based on question 6 of
the questionnaire, 75% of respondents indicate that no skills or knowledge is required to
become a Board member. On average, 87% indicate Yes on question 7, that educational
courses are offered by the company. The interview (Appendix 2) reveals that only two
workshops were held based on microfinance performance and regulations. The table and
chart below is based on questions 6 and 7 in the questionnaire.
TABLE 5: Average Responses to Questions 6 and 7
Question
Q6
Q7

Average Yes
0%
87%

Average No
75%
0%

Average NA
25%
13%

FIGURE 2: Diagram Showing Responses to Questions 6 and

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3.5

BOARD STEERING, STRATEGY, SYSTEM AND SUCCESSION

The BAPCCUL has no formal ethical code or conducts written by the Board of Directors.
This conclusion is based on the findings from the questionnaire and interview. The bar chart
indicates the percentage of responses from question 8 of the questionnaire.
FIGURE 3: Column Showing Responses (%) to Question 8 of the Questionnaire

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The majority of respondents from the diagram fell in the N category for NO, thus
providing the basis for the researcher to conclude that no formal ethical code exists in the
BAPCCUL.
Based on question 9 of the questionnaire, an average of 63% of respondents indicate that no
mission statement or vision statement exists in the organization and further investigation from
the request for information proved this to be true.
With respect to the strategies formulated and announced, an average of 87% of the
respondents indicates that the Board formulates and announces all significant strategies
(Appendix 1: question 10 of questionnaire). An average of 77% of the respondents selected
Yes for question 11 of the questionnaire, indicating that the Board has ensured and
implemented an effective internal control. Based on question 12 of the questionnaire, an
average of 80% of the respondents chose Yes, while further interviews with the Board
members showed that significant matters are brought to their attention at the relevant time for
deliberate decisions to be made.
Twelve Board meetings have taken place over the past two years, based on the answers to
question 14. The researcher only considered the answers given by Board members on
questions 15, 16 and 17. The answers are presented as follows:
TABLE 6: Responses to Questions 15, 16, and 17 of the Questionnaire

Board Q15
Board Q16
Board Q17
Average

Yes

No

N A

100%
70%
60%
77%

0%
20%
30%
17%

0%
10%
10%
7%

FIGURE 4: Average Yes, No and Not Applicable Responses to Questions in Table 6

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The pie chart is drawn based on the Board members answers to the questionnaire for Q15,
Q16, and Q17. The chart indicates that the Board members are satisfied with the notice sent
to them before meetings. The Directors are also satisfied with the way in which minutes are
reported and distributed in a timely manner.
The interview (Appendix 2) with the Board and Manager reveal that there is no succession
planning for the Board of Directors or the Committee members. Each member of the Board
serves five years in office and can later be re-elected (BAPCCUL, 2010). To become part of
the Board requires a political process whereby members rally with colleagues and other
members to gain support to be elected.

3.6

BOARD AND COMMITTEE REMUNERATION

Based on the interview with Board members, the Board members are paid salaries, and have
an advantage in getting loans from the company, with discretionary lending above an
undisclosed amount. The level of Board member salaries was also undisclosed to the
researcher. No written document was given to the researcher to corroborate the remunerations
of the Board members and Committees.
3.7 FINANCIAL REPORTING, INTEGRITY AND INTERNAL CONTROL
According to (Hussey, 1999), internal control system is a system of controls for both
financial and non-financial information set up by the management of a company to carry out
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business efficiently and orderly. Questions 18, 19, 20, and 21 of the questionnaire give
understanding of the integrity of the financial reporting of the BAPCCUL. Answers from the
following questions are as follows:
TABLE 7: Answers to Questions 18, 19, 20 and 21 of the Questionnaire
Q
18
19
20
21

Board members (Yes) Employees (Yes) Average (Yes)


Members (Yes)
60%
30%
40%
30%

100%
50%
60%
100%

70%
30%
40%
100%

77%
38%
47%
77%

On average, 77% the members, the Board and employees believe that the Board gives a
balanced and understandable report about the financial position and performance of the
company. An average of less than 50% indicates that the Board gives them adequate
information about the going concern of the company and about their responsibilities to the
preparation of the financial statements. Concerning information given to regulators, 77%
indicate that the required information is accurately provided.
Further information obtained from the interview (Appendix 2) indicates that the Board openly
provides information about major performance indicators in the company. These indicators
include personnel growth, branch expansion, and budgets. (BAPCCUL Annual Report,
2010). The supervisory committee gives reports about examination of records and office
assets. They also make an analysis about the performance of the company. An average of
73% of respondents to question 22 indicates that the Board reviews the internal control of the
organization.

3.8

AUDITORS AND AUDIT COMMITTEE

From question 23 of the questionnaire, an average of 87% of respondents indicate that no


Audit committee existes in BAPCCUL, so the researcher did not consider the other question
on the questionnaire concerning the Audit committee. Based on the interview with the Board
members, there are no internal auditors in the BAPCCUL; their auditing services come
exclusively from their umbrella organization. According to the (Banking Commission for
Central African States, 2002), the umbrella organization (CAMCCUL) audits and regulate
the accounting policies of the affiliated credit unions.
The external auditors come from the umbrella organization, the CAMCCUL
(http://www.camccul.org, 2010) which controls all the credit unions in the region. An
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average of 87% of the respondents indicates that BAPCCUL has an external auditor, thus
corroborating the findings of the CAMCCULs role (question 32). Also an average of 85%
indicates that the external auditors are present during general meetings (question 33). An
average of 67% of the respondents indicate that the auditors are independent (question 34).
Reasons given by those who think auditors were not independent are following:
a) The auditors set up the accounting system of credit unions and audit the system
b) Most of the external auditors are close friends of Board members and the Manager
c) Some of the auditors are bribed to overlook material misstatements.
3.9

RISK MANAGEMENT

Risk, according to Griffiths, is the chance that an event or action will affect an organizations
ability to achieve its objectives and successfully execute its strategies, while risk management
is the process by which risk is identified, evaluated and controlled (Griffiths, 2005). The
following risks are faced by the credit union:
Liquidity risk: This is the risk arising from a credit unions inability to meet its obligations
when they are due without incurring unacceptable losses.
Transaction risk: This is the risk to earning ability or capital arising from problems with
services and product delivery, also known as operational risk.
Strategic risk: The risk to earning ability or capital arising from adverse business decisions or
improper implementation of business decisions.
Reputation risk: The risk to earning ability or capital arising from negative public opinion.
This affects the ability to continue servicing existing relationships or establish new
relationships.
Compliance risk: The risk to earning ability or capital arising from violations of, or nonconformance to laws, rules, regulations or prescribed practices by the COBAC and the
CAMCCUL.
Interest rate risk: The risk to earning ability or capital due to changes in the interest rate.
Credit risk: risk arising from the possibility that the borrower will default payment (Mishkin,
1998). This is the main risk targeted by the credit unions in Cameroon, due to the high loans
outstanding.
Based on interviews conducted, BAPCCUL has a loan committee that helps to control,
monitor and report the credit risk of the organization to the Board and members. The Loan
Officer identifies the delinquent loans in the organization and helps in the recovery of the
loans with the credit committee. The CAMCCUL, according to
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(http://www.camccul.org/camccul.org/service), also helps in risk management for all credit


unions under their control. They work with the credit committee to mitigate credit risk for
their affiliated credit unions.

4.0

RELATIONSHIPS WITH SHAREHOLDERS, INSTITUTIONAL


SHAREHOLDERS AND SHAREHOLDER RIGHTS

On question 35, 77% of the respondents selected individuals as the main shareholders of the
BAPCCUL. From the questionnaire, an average of 80% indicated that all shareholders have
equal rights in the BAPCCUL (question 36). Based on satisfaction and participation in the
general meetings (question 37), the following data was obtained and is represented in the
chart below:
TABLE 8: Responses to Question 37 of the Questionnaire

Respondent Group
Members

Yes
65%

No
20%

NA
15%

Board members

70%

20%

10%

Employees

60%

40%

0%

FIGURE 5: Diagram of Table 8

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Board members are the most satisfied with the BAPCCUL overall, while the members
followed as second most satisfied, and the employees are the least satisfied.
Based on question 38 of the questionnaire, the following data indicates the Boards, the
members and the employees satisfaction level with the way the organization is controlled
and directed:
TABLE 9: Table of Responses to Question 38 of the Questionnaire
Respondent Group
Members
Board and Committee

Yes
60%
80%

No
30%
0%

NA
10%
20%

Employees

50%

40%

10 %

FIGURE 6: Chart of Table 9

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4.1

EVALUATION OF BAPCCUL CORPORATE GOVERNANCE


(A) BOARD OF DIRECTORS AND COMPOSITION (Total weighting 50%)
Combined code

BAPCCUL GOVERNANCE

Points

Every listed company should have


an effective Board.

The BAPCCUL is headed by a


Board of Directors.

6.25%

The positions of Chairman and


CEO should be separated.

The President is both the


Chairman and CEO.

0%

There should be at least as many


Non-Executive Directors as
Executive Directors.

The Board is composed of three


Executives and four NonExecutive Directors.

6.25%

Appointments to the Board should


take place in a formal and
transparent process.

Appointments to the Board are


based on majority votes.

6.25%

Information should be provided to


the Board.

Necessary information is
provided to the Board.

6.25%

There should be a regular


assessment of Board performance.

There is no assessments of Board


performance.

0%

The Board should submit


themselves for re-election after
three years.

Board members submit


themselves for re-election after
five years.

The Board should comprise of


both Executive and Non-Executive
Directors.

The Board is comprised of both


Executive and Non-Executive
Directors.

Total

0%

6.25%

31.5%

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B) REMUNERATION (weighting 18.75%)


9

10

11

Remuneration committees
should report activities in the
annual financial statement.

There is no remuneration committee


and no report in the annual financial
statement.

0%

Directors should not determine


the remuneration.

President of the BAPCCUL


determines the salaries and bonuses
of Board members.

0%

Proportions of bonuses should


be based on performance.

Proportion of bonuses is not based


on performance.

Total

0%
0%

C) ACCOUNTABILITY AND AUDIT (weighting 18.75%)


12

13

14

The Board should maintain


sound internal control.

The Board and auditors maintain


sound internal control.

The Board should present a


balanced assessment of entity
performance and position.

The Board presents a sound


assessment of entity position and
performance.

6.25%

The Board should make


arrangements for maintaining a
good relationship with auditors,
including the establishment of an
audit committee.

No audit committee exists and the


supervisory committee has very
little dialogue with the auditors.

0%

Total

6.25%

12.5%

D) INSTITUTIONAL STAKEHOLDERS AND RELATIONSHIP WITH


STAKEHOLDERS (Weighting 12.5%)

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15

16

Directors should have regular


dialogue with institutional
investors.

No institutional shareholders or
dialogue is in general meetings.

Directors should encourage


participation of all shareholders in
annual general meeting.

Members participation in general


meeting is high and they make good
use of their votes.

Total

0%

6.25%
6.25%

FIGURE 7

The Combined Code weighting as in Figure 7 is based on the different items that constitute
the four main areas in the Combined Code. The Board and composition get 50% weighting
because they have eight out of the sixteen items in the Combined Code and thus are most
important to overall quality of corporate governance of the BAPCCUL. While remuneration
and accountability has three items each out of the sixteen items and finally relationship with
shareholders constitutes two out of the sixteen items, making it least important.

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FIGURE 8

BAPCCUL GOVERNANCE WIEGHTS


BAPCCUL GOVERNANCE

relationship with shareholders and


institutional investors

6.25%
12.50%

accountability and audit


0.00%

remuneration

32%

Board and composition

FIGURE 9

BAPCCUL VS COMBINED CODE


BAPCCUL POINTS

COMBINED CODE WEIGHTINGS

6.25%
12.50%

relationship with shareholders

12.50%
18.75%

accountability and audit


remuneration

Board and composition

0%

18.75%
31.50%

50%

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4.2 CONCLUSION OF EVALUATION AND IMPLICATION TO OVERALL BAPCCUL


GOVERNANCE
From the researchers perspective and from a theoretical point of view, good governance
means complying with all the sixteen items in the Combined Code. With respect to the
evaluation above, Board and composition gets the most weighting and the BAPCCUL
complies with five out of the eight items in the area (Figure 7 & 8) giving it a 31.50% out of
50% weighting, which is good in relation to the overall quality of governance in the
organization. Remuneration and accountability comes second with a 39% weighting in total,
with the BAPCCUL having 0% compliance in remuneration and 12% compliance in
accountability, producing a total of 12% weighting out of 39%, which is bad to the overall
quality of governance. Concerning relationship with shareholders and institutional
shareholders, the BAPCCUL scores 6.25% out of the 12% which ranks average for overall
quality of governance.
4.3 STAKEHOLDERS OF BAPCCUL AND INFLUENCE
Stakeholders include any group or individual that can affect or be affected by the
achievement of the organizations objectives (Freeman, 1984). The following are the
stakeholders of the BAPCCUL:
1) COBAC: French acronym for The Banking Commission of Central African States.
This body sets the regulations for all banks and microfinance institutions in central
African states see (Banking Commission for Central African States, 2002).
2) CAMCCUL: The umbrella organization based on the COBAC microfinance
regulations to control all the credit unions. This organization acts mainly as the
supervisory and control organ of the credit union. This organization sets the internal
control and accounting norms for all credit unions
(http://www.camccul.org/camccul.org).
3) NON-BOARD MEMBERS: The individuals who have accounts and are eligible for
loans. Members are the main owners of the credit union and participate in general
meetings of the organization.
4) COMMUNITY: The non-members of the credit union who are affected by the
activities of the credit union.
5) EMPLOYEES: The people paid to carry out the operation of the organization,
including the Manager.
6) BOARD AND COMMITTEE MEMBERS: The members elected to sit on the Board
to protect members investments and ensure the going concern of the organization.

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The stakeholders influence on the BAPCCULs objectives is determined using the


MENDELOW Power-Interest grid as found in (Johnson and Scholes, 2008) and (Campbell,
2008a). Power (P) is the stakeholders ability to influence the objectives of the organization
while interest (I) is the willingness to influence the objectives.

LOW

HIGH

COBAC
Keep Satisfied

HIGH

CAMCCUL

Board and committee

Members
Key Players

P
LOW

Community
Minimal Effort

Employees
Keep Informed

Although it is a very important framework, the issue with this framework is that it is very
hard to find ways of effectively measuring the stakeholders power and interest. Also the grid
depicts their position as static, positions can change with respect to circumstances in the
business environment (Campbell, 2008a).

4.4
IMPACT OF OVERALL QUALITY OF GOVERNANCE ON KEY
STAKEHOLDERS
From the grid, the members, the Board and CAMCCUL are the key stakeholders due to
their high interest and power to influence the BAPCCULs objectives.

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MEMBERS
1)
The Board members chosen by the members might act based on their personal interest
and the interest of those who voted them into their position, therefore potentially causing
animosity among other members in the credit union.
2)
The lack of sufficient information about the companys going concern inhibits the
members from evaluating the companys viability.
3)
Lack of transparency of the Boards remuneration is detrimental to the savings and
deposits of the members since these Board members might potentially approve exorbitant
salaries for themselves.
4)
The governance structure gives members the opportunity to run the organization by
choosing their own members to head the Board and the committees.

BOARD AND COMMITTEE


The BAPCCULS governance gives the Board the opportunity to represent their fellow
members, run the organization for their interest and reduce the agency problem in the
organization. Poor governance could create animosity between the members and the Board,
thus leading to serious problems in electing new members in the long run to manage the
organization.
Board members might also lose their integrity, thus leading to high scrutiny of their activities
by the government and regulatory bodies of credit unions.

CAMCCUL
As the umbrella organization for all credit unions, governance of the credit unions has a
serious impact on the performance and public image of the CAMCCUL. The BAPCCUL is
the second largest credit union in Cameroon (Innocent, 2007) and poor governance in this
organization will increase doubt in the credibility of their umbrella organization to control the
industry. This may lead them to face serious sanctions from the COBAC and the government.
Good governance will enhance public image and performance.

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4.5

LIMITATION OF RESULTS

. The following are the limitations of the result:


1) The questionnaire used as the primary source of information has many disadvantages
as aforementioned; this limited the response because respondents might have given
insincere responses or incomplete questionnaires.
2) Access to some information was not possible since it was considered confidential or
not available.
3) Absent members and Board members during the interviews and disruptions during the
interviewing process made it difficult to collect reliable information for the research.
4) There may be some bias in the organization based on the responses of the employees
or members who are not happy with the Board and other aspects of the organization.
5) There might also be the possibility that the Combined Code model is not suitable for
the evaluation of a small microfinance enterprise in a developing country for the
researcher to make his evaluation, due to the different reasons aforementioned.
6) The limited number of publications on the BAPCCULs governance made it difficult
for the researcher to get other perspectives, compare conclusions or gather more
information conducted outside of this project.
7) The 1T and 7S model might not be the best possible model to describe the Board
since it may not contain all the specifications needed to describe a Board in
Cameroon.
8) The use of software such as Atlas.ti to thoroughly analyze data was not available to
the researcher in Cameroon.
4.6

WEAKNESSES
1) The President of the BAPCCUL Board acts as both the Chairman and the CEO of the
organization.
2) There are no remuneration, audit or nomination committees in the BAPCCUL.
3) Board members term of five years in office is long compared to the three-year term
required by the Combined Code.
4) There is no policy on evaluating Board performance.
5) The President of the Board may influence the granting of loans for himself and his
friends since he has a lot of power to control the Board and the day to day running of
the organization.
6) The BAPCCUL has no clear mission statement or ethical code to guide the employees

of the organization.
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7) CAMCCUL sets the internal control and audits the organization, thus limiting
independence.
8) The credit committee is made up of Board members who may overlook or
intentionally disregard loan procedure in giving out loans to their friends.
9) Directors are involved in the determination of their salaries and bonuses.

4.7

RECOMMENDATIONS
1) The positions of CEO and Chairman of the Board should be given to two separate
individuals.
2) The Board should bring in outside directors who can help improve the Boards
independence and skills.
3) Nomination, remuneration and audit committees should be created.
4) The Boards performance should be evaluated yearly with an evaluation policy
drafted by the committees and CAMCCUL.
5) The Board should provide reports on their salaries and other benefits.
6) CAMCCUL should act as the internal auditor while letting the credit unions appoint
their external auditors to give an independent report on the financial status of the
company.
7) CAMCCUL should not set up the internal control or audit the credit unions. These
activities impair their independence as external auditors.
8) The Education committee should organize more seminars and workshops for
Directors and members so as to enhance members skills and ensure good succession
planning.
9) More disclosure should be provided in the financial reports of the credit union for
members to analyze the companys performance and financial position.

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SECTION TWO

SKILLS AND LEARNING STATEMENT

CHAPTER 1: LESSONS LEARNED FROM MEETING WITH YOUR RESEARCH


MENTOR AND PRESENTATION

While meeting with my mentor, I had the opportunity to practice and learn many valuable
skills for my professional development and the RAP. The skills learned are as follows:
1) COMMUNICATION SKILLS: The meetings with my mentor enabled me to enhance
my listening, speaking and non-verbal communication skills. During the course of the
meeting, I learned to establish a rapport with my mentor by listening carefully and
attentively to ensure that my mentors suggestions became part of the RAP. I learned
to present my own ideas to my mentor while being mindful of my body language,
attentive to professional discourse, and demonstrative of proficient English.
2) PLANNING SKILLS: Planning was one of the greatest skills I obtained during the
course of my meetings with my mentor. Based on my mentors tight schedule, I had
to ensure that the time for the meeting was well planned and that the scope and quality
of the discussion was organized before the meeting so as not to waste my or my
mentors valuable time discussing matters not relevant to the projects success.
3) IT SKILLS: I learned to demonstrate to my mentor the knowledge of Microsoft
Office EXCEL, PowerPoint, and Word programs. PowerPoint was used to present the
work to my mentor, thus enabling me to show the mastery of how to design and
summarize materials in slides that can be easily understood by professionals in all
fields. I also demonstrated my ability to import data from one application to another
and how to design charts in EXCEL.
4) SELF REFLECTION SKILLS: Meeting with my mentor enabled me to examine my
performance carefully, identifying weaknesses in my project and ideas. The meetings
also helped me to reflect on other skills such as communication, IT use, and planning
in order to understand my weaknesses and strengths for future improvement.
5) Finally, I understood the importance of values such as patience, self-discipline, and
frustration mitigation. My mentor was busy most of the time, which left me to wait
several hours to discuss the project. Many times, meetings were cancelled and rescheduled which conflicted with my schedule. With patience and discipline, however,
I ensured that meetings ended successfully and both parties were satisfied.
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CHAPTERS 2: HOW WELL YOU THINK YOU HAVE ANSWERED YOUR RESEARCH
QUESTIONS?

I believe the project questions have been thoroughly answered based on the information
gathered from the questionnaire and other data sources utilized.
I distributed 149 copies of the questionnaire to different individuals in BAPCCUL
(employees, Non-Board members and Board members) based on the samples chosen by
category. A majority of the questionnaires were Yes or No questions and these were
analyzed to get percentages of the answers (Appendix 1). Though not all the respondents
answered the questions, the non-responding group and blank answers was taken into
consideration to demonstrate ignorance, complacency or refusal to answer the questions.
Questions 24 to 30 of the questionnaire were ignored in the analysis of the questionnaire
responses since 90% of respondents to question indicated No to the existence of an audit
committee. Based on the low response rate on question 23 and the poor response rates in
other questions, I did not consider these responses while answering the research questions on
audit committees.
Interviews were a very important source of information in answering the research questions. I
mostly targeted Board members in the organization. These questions investigated Board
system and Board succession planning among other things. The President of the Board and
two other Board members did not make it for the interview since they were busy. The other
interviewees responded well, however, and provided valuable information for the research
question.
The request for information was principally to provide corroborative evidence for the
questionnaire and the interview. This information included the organization structure of
BAPCCUL, articles of microfinance regulation, names of Directors, committee members and
the different committees, etc. The request for information provided evidence on the number
of Directors, the members in the committee and also brought to limelight the presence of key
stakeholders such as the COBAC and the CAMCCUL that are involves in the regulation of
the credit union.

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CHAPTER 3: HOW HAVE YOU DEMONSTRATED YOUR INTERPERSONAL AND


COMMUNICATION SKILLS DURING THE PROJECT WORK?
I was able to put to use a number of communication and interpersonal skills in the process of
undertaking this research.
The ability to build trust was a valuable interpersonal skill I gained in carrying out the
project. I learned to win the trust of the Manager and Board members for them to be
interviewed and for the Manager to provide valuable and confidential information for my
project.
The project was an opportunity for me to demonstrate professional etiquette as I had to meet
Managers and other business professionals. This etiquette was necessary to obtain
information for writing a good project. This professional etiquette showed my maturity and
professionalism of my work.
Handling difficult people and situations was one of the most important interpersonal skills I
learned from carrying out the project. Many individuals were arrogant and reluctant to answer
the questionnaire or interview questions. Some thought it was a waste of their time, but I
persuaded them by explaining the importance of the project to me and to the organization.
The project helped me to enhance my negotiation skills since I had to make sure I achieved a
winwin situation with my project mentor. I did not want to waste my mentors valuable time
or my own. I negotiated with the interviewees about the time and place to hold the interview.
Making a PowerPoint presentation was a good opportunity for me to put my public speaking
skills to the test. I had to ensure that my oratory skills and body language were appropriate
for the scenario. I encountered some hurdles during this meeting, like speaking loudly,
fluently presenting ideas and demonstrating mastery of the English language. I used my
writing and presentation skills in presenting clear and comprehensive information.
The project was an opportunity to test my listening skills since I had to listen carefully to the
responses of the interviewees to ensure accurate representation in the written project.
I discussed and debated some aspects of my research with friends and other professionals
interested in the topic. This demonstrated my ability to engage constructively and
professionally in intellectual debates.
Finally, I learned how to establish a rapport with individuals during first meetings. This skill
is important not just for the project but also for my professional development in a business
environment.

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CHAPTER 4: HOW HAS UNDERTAKING THE RAP HELPED IN


YOUR ACCOUNTING STUDIES OR YOUR CURRENT EMPLOYMENT?
Corporate governance is a major topic in the business world and accountants should
understand how the governance of their organization impacts performance and gives the
organization a competitive advantage or disadvantage.
Undertaking the RAP was an opportunity for me to understand corporate governance in a
specific organization. This understanding enhances my knowledge in this topic and has given
me practical experience on a well-debated and contemporary management topic.
Undertaking the RAP was an opportunity for me to add more value to my accounting
knowledge, giving me the chance to practice my interpersonal skills, information technology
skills and planning abilities. All of these skills are valuable in the business environment
today. The era when accountants were known to be number-crunchers are long gone.
Accountants are now expected to participate in major organizational strategies and to
communicate their ideas to other professionals in a clear and concise manner.
Accountants are expected to have high moral standards. The ACCA emphasizes the
importance of ethics in the profession and demands that its members and students uphold
high ethical principles. This project was an opportunity for me to uphold high ethical
principles such as confidentiality, integrity, and professional due care. I learned to handle
confidential information and make judgments regarding pertinent areas in the RAP.
Undertaking the research was an opportunity for me to use accounting models in real life
situations and question the practicality of these models in different business cultures, thus
identifying the limitations of the models. I came to understand the difficulties that accounting
scholars face when carrying out research and testing models in different business scenarios. I
learned how real life situations can differ from the theoretical concepts that are based on
assumptions.
Finally, I believe that writing this RAP has improved my ability to write papers concerning
accounting and non-accounting topics. I know these skills will help me in my future studies
and competitively position me for a successful career in accounting

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APPENDICES
APPENDIX 1:
QUESTIONAIRES ON CORPORATE GOVERNANCE AND IMPACT ON
STAKEHOLDERS FOR BAPCCUL
I am undertaking a research project on corporate governance for a Bsc in Applied Accounting
at Oxford Brookes University under the ACCA program. This information requires the
collection of various data on corporate governance. This questionnaire is an effort toward
accumulating such data for the purpose of academic research only.

1) How many directors are on the Board?


2) How many are:

a) Executive Directors..
b) Non-Executive Directors..

3) The Chairman of the Board has been elected from the:


a) Executive Directors
b) Non-Executive Directors
4) Is the same individual concurrently occupying the positions of CEO and Chairman?
a) Yes

b) No

5) Are the functions of the President and the Chairman of Board clearly defined by the
Board of Directors?
a) Yes

b) No

6) Are any particular skills or knowledge required to become a member of the Board?
a) Yes

b) No

7) Are there any orientation courses or other educational courses in order to improve the
Boards competence and acquaint them with the company?
a) Yes
b) No

DUTIES AND RESPONSIBILITIES OF THE BOARD


8) Has the statement of ethics code been issued and endorsed by the Board?
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a) Yes

b) No

9) Has the Board adopted a vision or mission statement?


a) Yes

b) No

10) Has the Board formulated corporate strategies and announced significant policies?
a) Yes

b) No

11) Has the Board ensured the implementation of effective internal control?
Yes
b) No

a)

12) Are all significant matters brought to the attention of the Board of Directors, e.g.
investments or delinquent loans?
a) Yes

b) No

13) Please list some of the duties and responsibilities of the Board of Directors:
..........................................................................................................................................
..........................................................................................................................................
......................................
BOARD MEETINGS
14) How many Board meetings have taken place over the last two years?
..
15) Are the minutes of the meetings properly recorded and sent to the Directors in a
designated period of time?
a) Yes

b) No

16) Does the Management ensure that notice is sent some days prior to the meetings?
a) Yes

b) No

17) Are all significant issues addressed in the Board meetings for the Boards
consideration?
a) Yes b) No
FINANACIAL REPORTING AND INTERNAL CONTROL
18) Does the Board of Directors present a balanced and understandable report about
the position and prospects of the company?
a) Yes

b) No

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19) Does the Board explain their responsibilities for preparing the account in the
annual reports?
a) Yes

b) No

20) Are there any reports by the Directors concerning the going concern of the
company and their assumptions?
a) Yes

b) No

21) Does the company circulate the required information to the government and other
regulatory bodies?
a) Yes

b) No

22) Is there an annual review of the internal control by the Board?


a) Yes

b) No

AUDIT COMMITTEE AND AUDITORS


23) Has an Audit committee been established in the BAPCCUL?
a) Yes

b) No

24) How many members are Executive Directors


or Non-Executive Directors ?
25) Is the Chairman an
a) Executive Director b) Non-Executive Director
26) What are the responsibilities of the Audit committee?
............................................................................................................................
.....................................................................................................................
27) Who recommends the auditors to the members or the Board ?
a) Audit committee b) Others
28) How many meetings of the Audit committee have taken place over the last 12
months?
29) Is the internal audit
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a) In-house

b) Outsourced

30) In case of In-house, how many are members consist the Audit team?
.
31) In case of Outsourced, who is the person responsible as the liaison in the
company?
a) Audit committee
b) Manager
c) CEO

EXTERNAL AUDITORS
32) Has the External Auditor been appointed?
a) Yes

b) No

33) Did the Partner attend the last general meeting?


a) Yes

b) No

34) Is the External Auditor independent in his audit?


a) Yes b) No
If not, please give reasons:

SHAREHOLDER RELATIONSHIP AND VOTING RIGHTS


35) Who are the shareholders of the BAPCCUL?
a) Individuals
b) Institutions
36) Do the shareholders have equal rights?
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a) Yes b) No
37) Are you satisfied with the way the BAPCCUL is controlled and directed?
a) Yes

b) No

38) If not satisfied with the control and direction, please state the reason(s):

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QUESTION

MEMBERS
Yes
No

NA

BOARD
Yes
No

NA

EMPLOYEES
Yes
No
NA

1
2
3
4
5

80
0

10
70

10
30

100
0

0
80

0
20

60
0

20
80

20
20

6
7
8
9
10

0
70
0
30
80

60
0
75
60
0

40
30
25
10
20

0
100
0
40
100

75
0
70
60
0

25
0
30
0
0

0
90
0
20
80

90
0
90
70
10

10
10
10
10
10

11

60

30

10

90

10

80

10

10

12

70

20

10

80

10

10

90

10

13

14

15

100

16

70

20

10

17

60

30

10

18

60

100

70

19

30

50

30

20

40

60

40

21

30

100

100

22

60

20

20

80

80

23

90

10

100

70

20

10

24

25

26

27

28

29

30

31

32

95

100

80

20

33

75

25

90

10

90

10

34

40

40

20

70

20

10

70

30

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36

80

10

10

80

20

70

20

10

37

65

20

15

70

20

10

60

40

38

70

20

10

80

20

50

40

10

35

B) MEARSUREMENT SCALE FOR BOARD ANALYSIS OF QUESTIONNAIRE


SCALE

PERCENTAGES %

0
1
2
3
4
5
6
7
8
9
10-13

0
10
20
30
40
50
60
70
80
90
100

C)_MEARSUREMENT SCALE FOR EMPLOYEES ANALYSIS OF


QUESTIONNAIRE
SCALE
0
0-4
4-8
8-12
12-16
16-20
20-24
24-28
28-31
31-33
33-36

PERCENTAGES %
0
10
20
30
40
50
60
70
80
90
100

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D) MEASUREMENT SCALE FOR MEMBERS ANALYSIS OF QUESTIONNAIRE


SCALE
0
0-5
5-10
10-15
15-20
20-25
25-30
30-35
35-40
40-45
45-50
50-55
55-60
60-65
65-70
70-75
75-80
80-85
85 -90
90-95
95-100

PERCENTAGES %
0
5
10
15
20
25
30
35
40
45
50
55
60
65
70
75
80
85
90
95
100

APPENDIX 2:
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Interview questions directed to Board members:


1) What are the conditions for becoming a member of BAPCCUL credit union?
2) What are the conditions for members to become Board members?
3) When are elections for Board members due?
4) How long can each Director stay in the Board?
5) How can a board member become a President or Vice President of the BAPCCUL?
6) How many committees are present in the BAPCCUL?
7) Can you explain precisely the function of each committee?
8) How many members are present in each committee?
9) How many workshops and seminars have been held in the past two years?
10) What were the workshops about?
11) Did you participate in the workshops?
12) Is there any succession planning for the Board President, Board members and committee
members?
13) What information does the company provide to the members apart from the balance
sheets and income statements?
14) Does the company have a risk management system for identification and analysis of
business risk?
15) Is there any system in place to evaluate the Boards performance? Who evaluates their
performance?
16) How are the directors remunerated? Do they participate in deciding their remuneration?

APPENDIX 3:
BOARD OF DIRECTORS AND COMMITTEE MEMBERS
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BOARD OF DIRECTORS 2009


PRESIDENT

MR MUSA SHEY NFOR

VICE PRESIDENT

MRS TUMASANG FLORENCE

MEMBER

MR NKERBU LAMNYAM ELKANAH

MEMBER

MR NFI JOSEPH LON

MEMBER

SHEY SANTE AUGUSTINE

MEMBER

MRS NGU REGINA TIMBONG

MEMBER

MRS ASANA FELISIA AKWESE

BOARD EXECUTIVE 2009


UNION PRESIDENT

MR MUSA SHEY NFOR

VICE PRESIDENT

MRS TUMASNG FLORENCE

MEMBER

MRS NGU REGINA TIMBUNG

SUPERVISORY COMMITTEE
CHAIRPERSON
SECRETARY
MEMBER

MRS FORTINGO JUSTINE


MR TALLAH JACKSON
MRS NEBA SOPHIE EBUDE

WOMENS COMMITTEE 2009


CHAIRPERSON/SECRETARY

MRS MBANWIE NEE GRACE MAH FRIE

MEMBER

MRS EUNICE BONGKISHERI

MEMBER

MRS ZENGI DELPHINE

CREDIT COMMITTEE 2009


CHAIRPERSON

MRS NGU REGINA TIMBONG

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MEMBER

SHEY SANTE AUGUSTINE

MEMBER

MR. NFI JOSEPH LON

EDUCATION COMMITTEE 2009


CHAIRPERSON

MRS TUMASANG FLORENCE

MEMBER

MR NKERBU LAMNZAM ELKANAH

MEMBER

MRS ASANA FELISISA AKWESEH

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Hierarchy Accountability Chart of BAPCCUL

General meeting

Supervisory
committee

Women
committee

Board of
directors

Credit
committee

Education
committee

MANAGER

Admin clerk
Assistant manager

Loan officer

Senior
accountant

Education and
PR officer

Management IMF
system

Assistant public relation officer

Loan clerk
Account clerk

Cashier

Office clerk

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GLOSSARY
ACCA: Association of Chartered Certified Accountant.
Audit (n): The examination of the books and accounts of a company.
Audit committee (n): A committee of a companys board of directors that monitors finances,
on which the companys Executives cannot sit.
Auditor (n): A person who audits.
Board members (n): A group of directors elected by the members to run the company.
CAMCCUL: Cameroon Cooperative Credit Union League.
COBAC: Commission Bancaire de l'Afrique Centrale.
Combined Code: A principle-based approach of corporate governance used in the UK.
Community: A group of people living in a particular local area.
Corporate governance: The way an organization is run, including the power of the Board of
Directors, audit committee, ethics treatment of workers, salaries etc.
Credit risk: Risk that a borrower may not be able to repay his loan.
Credit union (n): A group of people who pay in regular deposits or subscription, which earn
interest, that are use to give loans to others.
Director: A member appointed by other members to run the company or sit at the
committees of the company.
Ethical code: A system of principles governing morality and acceptable conduct.
Executive Director: Director that pays full time attention to the work of the company.
Foreign exchange risk: Risk resulting from the change in the price of foreign currency.
Independent: That all matters relating to the assignment and independence in mental attitude
are to be maintained by the auditors. This means freedom from bias, which is possible even
when auditing one's own business (independence in fact). It is important that the auditor be
independent in appearance (that others believe the auditor is independent).
Internal control: Internal control policies and procedures are designed to provide reasonable
assurance that specific entity objectives will be achieved. It consists of the control
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environment, risk assessment, control activities, information and communications, and


monitoring.
Internet: A computer network consisting of computer networks that use TCP/IP protocols to
facilitate data transmission and exchanges.
Liquidity risk: A risk that a depository institution will not have sufficient cash or liquid
assets to meet borrower and depositor demand.
Nomination committee: A committee involved in nominating directors for control of the
company.
OECD: Organization for Economic Cooperation and Development.
Population: The complete set of things we want to investigate.
Primary source: A document or physical object which was written or created during the
time under study. These sources were present during an experience or time period and offer
an inside view of a particular event.
Random sample (random-number sampling): Identical probability of each population item
being selected for a sample. Also, the use of random numbers to select a random sample from
a population.
Remuneration committee: A committee involved in determining the salary and bonuses of
Directors.
Respondents: Those who answered the questions in the questionnaire.
Risk: A chance of something happening that will have an impact on the business objective.
Sample: A subset of the population that is a smaller number of items picked from the
population.
Sarbanes-Oxley: An act established by the Public Company Accounting Oversight Board
that added requirements for publicly traded companies, their officers, boards and auditors. It
increased penalties for corporate financial fraud.
Secondary source: A secondary source interprets and analyzes primary sources. These
sources are one or more steps removed from the event. Secondary sources may have pictures,
quotes or graphics of primary sources in them.
Shareholder: A person who owns shares of a company.
Stakeholder: Someone who can influence or be influenced by a companys decisions.

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Strategic risk: Risk due to weak governance, weak leadership, poor strategic relations,
regulatory and administrative reasons.
Skills: The ability to do something or make use of knowledge.
Non executive board members: Members who are not involved in the daily management of
the company but are present in the committees.
Operational risk: failure of internal system, processes, technology, humans or external
parties.

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