BENIN Trends and Developments Contributed by: Nicolin Assogba, D2A SCPA
between the control of the public shareholder and the management autonomy needed for performance. Two further conditions will shape the outcome. The first is human capital: professionalised governance calls for directors and managers who combine sec - tor knowledge with genuine board experience, and building that pool takes time. The second is informa - tion: reliable, timely and comparable data on the per - formance of public enterprises is the foundation on which boards, supervisors and funders all depend, and strengthening these information systems is as decisive as any change to the legal texts. One prospect deserves particular attention: the inter - face between public enterprises and the regional financial market. As these companies become more professional, they become capable of raising funds there, through the issuance of bonds – including green or sustainability bonds – or even, in time, through an opening of their capital. Such a development would subject them to the governance and disclosure disci - plines of listed issuers, further accelerating their align - ment with private-sector standards. An opening of this kind would also change the rela - tionship with minority investors and lenders, who would bring their own expectations of disclosure, board independence and protection. In that sense, the capital market could act as an external driver of governance quality, complementing the discipline imposed by the law.
For economic actors, these developments are not abstract. They concretely change the way of approach - ing a relationship with a Beninese public enterprise: • predictability improves, as the rules of governance and decision-making are now clearly established; • due diligence must factor in the public specific - ity – appointment by decree, supervisory authority, internal authorisations – when contracting; • public-private partnerships and project financ - ing gain in legal certainty, but presuppose a fine understanding of the bodies empowered to bind the enterprise; and • the question of equal treatment with private opera - tors remains a point of vigilance for competitors. Ultimately, the reform of public-enterprise governance in Benin goes beyond mere legal technique. It is part of a strategy of economic credibility, in which the qual - ity of governance becomes a lever of attractiveness and competitiveness. Its success will be measured less by the ambition of its texts than by the consist - ency of their application and the effective transpar - ency it manages to establish.
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