As a consultancy firm specializing in legal, governance and corporate services, Akira Consult Ltd is committed to helping businesses of all sizes navigate the complex regulatory landscape and minimize any legal and reputational risk that may distract from the business competing effectively in the ever changing business environment.
Greetings and best wishes for 2026!
Our search for the answer to this question was inspired by two conversations with two exemplary founders, on a hiring decision that was referred to the Board. To be clear, these were not CEO hires, but they were key positions which were seen to be instrumental to their companies next level of growth. We were impressed that unlike other founders we know or have encountered, they had no hubris in the intimate way that they knew and understood their firms to be over-confident about the hiring decisions they made, but that they wanted the counsel of their Board Members to help them make the right selection.
This then made us research as to what the current governance codes guide on the Board’s inclusion in staff hiring decisions:
❇️ The Kenya CMA Code of Corporate Governance 2015- states that one of the functions of the Boards of listed companies is to develop appropriate staffing and renumeration & recruitment policies, and apart from these applying to the CEO appointment, should apply to senior staff in Finance, Operations and the Company Secretary (CS)
❇️ The Mwongozo Code of Corporate Governance 2015 echoes that one of the roles of the Board is to hire the CEO and approve the appointment of senior staff
❇️ The King Code V 2025 of South Africa states that the Board should be accountable for the appointment of the CEO and where they do not handle the appointment directly, they should proactively engage in the process. The Code however is clear that the CS appointment, contracting and removal should be approved by the Board
❇️ The UK FRC Code of Corporate Governance of 2024 is silent on the level of engagement on the appointment of the CEO but it is clear that the appointment and removal of the CS should be a matter of the Board.
In summary, providing oversight of a company’s top talent should be of great interest to governing boards and in line with the codes that govern them (if any). Boards can play a critical role in hiring and firing the CEO, evaluating the CEO and the performance of top executives, developing leadership succession plans for the leadership team, and ensuring their companies have a robust pipeline of talent to execute company strategy under delegated authority and guidance.
Strategic hires like those we interacted with this week should also catch the Boards attention and we are glad to see that some leaders do involve their Boards before making such decisions. Not only can the Board guide the Founder-CEO on what the Founder should look out for in a strategic hire, they can ensure that any weaknesses or complimentary strengths in the CEO can be listed as a ‘must have’ in the position description of the hire.
The Board can then step back and having put in place staffing and hiring frameworks, allow for the process to take its course and only coming at the end of the hiring to ‘bless’ the result.
Wishing all a prosperous 2026!