“Far too often in litigation, preliminary objections are treated perfunctorily. Yet, they serve as a crucial first line of defence, capable of saving time, shielding parties from unnecessary exposure, costs, and upholding the integrity of the judicial process. The Learned Senior Advocate of Nigeria, Professor Fabian Ajogwu SAN, masterfully explores this theme, demonstrating how preliminary objections can prevent a misdirected or defective suit from proceeding further and wasting time and money.”

Fidelis Oditah KC, SAN
Visiting Professor, University of Oxford
King’s Counsel, South Square Chambers, London
Principal, Oditah, Lagos
August 28, 2025

Companies have historically navigated their course propelled by the twin forces of power and profit. Power, as the capacity to command resources and exert influence within the organisational structure, has been a fundamental principle.

Coupled with this has been the pre-eminence of profit, deeply rooted in the shareholder value theory that prioritises the augmentation of returns for the organisation’s owners.

Traditional models of corporate governance have been erected upon these very foundations, placing considerable emphasis on resource control and the relentless pursuit of shareholder wealth.

However, the business world is in constant flux, and these established pillars alone can no longer provide a comprehensive definition of effective corporate governance in today’s rapidly evolving environment. There is a growing recognition, underscored by numerous corporate failures stemming from an unwavering focus on short-term shareholder returns, that a third crucial pillar – purpose – is essential. This acknowledges a company’s broader role that extends beyond mere financial gains, accepting the inherent limitations of a strictly profit-centric approach. As argued by Milton Friedman in 1970, the primary social responsibility of business was deemed to be the pursuit of increased profits.

Yet, the repercussions of this doctrine, highlighted by the collapses of entities like Enron, Parmalat, Lehman Brothers, and WeWork, have starkly illustrated the perils of neglecting ethical considerations, long-term sustainability, and the interests of stakeholders beyond shareholders.

This book posits that the trajectory of a successful enterprise in the future hinges on transcending this traditional, often narrow, preoccupation with power and profit. Corporations must broaden their horizons to encompass their wider impact on all stakeholders, including employees, customers, suppliers, communities, and the environment. By doing so, businesses can aspire to achieve sustainable success that harmonises the often-competing interests of these diverse groups. This paradigm shift is embodied in the rise of behavioural governance, which recognises the fundamental influence of human behaviour, ethics, and corporate decision-making on shaping governance practices and outcomes. It calls for a more holistic approach that considers how these factors interact to influence corporate actions, moving towards a purpose-driven model that prioritises the welfare of all stakeholders and embeds ethical considerations into every corporate decision.

This new model aligns closely with the principles of conscious capitalism, which advocates for businesses to operate ethically with a purpose beyond mere profit, fostering trust, compassion, collaboration, and long-term value creation for all stakeholders. It acknowledges the “4 Ps” of corporate sustainability – people, planet, purpose, and profit – highlighting the growing stakeholder interest in a company’s motivations and its efforts to positively impact society and the environment.

Through insightful analysis and illustrative case studies – ranging from multinational corporations like Nestlé and purpose-led entities such as Patagonia, to Nigerian institutions like Guinness Nigeria Plc and the Tony Elumelu Foundation – this work explores how organisations are actively integrating purpose into their governance structures.

It delves into the critical role of ethics and introduces the AFG Model, a structured framework designed to integrate key governance principles essential for ethical, sustainable, and purpose-driven leadership.

The AFG Equation, S = Ex (BG + CC + PDG + OBCG + RL+ AC), further elucidates the interconnectedness of these elements, underscoring the foundational role of ethics in achieving sustainability.

Ultimately, this book invites leaders, professionals, and stakeholders to reflect on their roles in shaping a more responsible, sustainable, and ethically driven business landscape. It argues that by embracing purpose-driven governance, organisations can not only achieve enduring profitability but also cultivate trust, enhance stakeholder loyalty, and contribute meaningfully to the greater good. The journey towards balancing power, profit, and purpose is not merely an aspiration but a fundamental imperative for navigating the complexities of the modern business world and building a more equitable and sustainable future for all.

Fabian Ajogwu, OFR, SAN, FCArb
Professor of Corporate Governance
Lagos Business School
May 20, 2025

“Reflections on Corporate Governance” presents a compelling and insightful exploration of a subject critical to the success of businesses in Nigeria. In the current corporate landscape, strong corporate governance is an indispensable element for the long-term success of a corporation or business. It is a fundamental pillar for a company’s long-term viability and a vital element of responsible business practice.

Sola David-Borha
Chairman, Stanbic IBTC Holdings Plc
March 1, 2025

‘Creating Art: Ownership & Authenticity in the Visual Arts,’ the second book in a series by Professor Fabian Ajogwu, OFR, SAN and Dr Jess Castellote, builds upon the foundation laid in the first book, ‘Collecting Art: A Handbook’, which provided valuable insights into the practice of art collection. This book comprehensively explores the legal and contractual issues faced by visual artists, art collectors, and intermediaries in the visual arts world. The authors shift their focus and explore critical themes of copyright, authenticity, and ownership in visual arts.

The book explores the fundamental principles of intellectual property rights, particularly copyright and trademarks, and their application to the visual arts. Through real-life case studies and practical examples, the authors demystify complex legal concepts, empowering readers to understand, secure, and enforce their rights effectively. They address the nuances of copyright law in art, discussing concepts such as originality, authorship, authenticity and authentication, and artists’ and art owners’ economic and moral rights. The book also addresses the evolving landscape of digital art and its impact on authenticity and ownership.

The authors emphasise the importance of balancing creativity with commerce, providing artists and art owners the knowledge to navigate contractual negotiations, protect their work, and generate revenue from their creations. ‘Creating Art’ is an invaluable resource for visual artists, collectors, gallerists, and anyone involved in the art world. It offers insights into navigating legal challenges and fostering an environment that respects and values creative contributions.

In the wake of accelerating environmental challenges and global calls for action, the world finds itself at a critical juncture. Each year, the urgency to address sustainability issues becomes more pressing, echoing through the corridors of power and resonating within corporate boardrooms worldwide.

As we stand on the cusp of COP28, the latest chapter in the long history of international climate negotiations, it is crucial to enunciate the role of corporate boards in shaping our collective future. For boards, COP28 should represent more than just another summit; it is a pivotal moment of reckoning, a call to action, and an opportunity to redefine their purpose in sustainable governance.

In this book, we embark on a journey to explore the intricate interplay between sustainability and corporate boards. We delve into the complex dynamics of environmental stewardship, social responsibility, and economic viability, examining how these intersecting forces shape boardroom decision-making and corporate strategy.

Through insightful analysis and real-world case studies, we aim to illuminate the path forward for boards grappling with the imperatives of sustainability. From climate resilience and carbon neutrality to stakeholder engagement and ESG integration, we confront the myriad challenges and opportunities that lie ahead.

The journey towards redefining the purpose of a board in ensuring sustainable governance goes beyond analysing the current situation; it is about determining how to move forward with significant change. It is also about empowering boards to transcend traditional paradigms and embrace a new ethos of sustainable leadership, accelerating a paradigm change in corporate governance so that social and environmental issues are at the centre of decision-making.

As we embark on this quest for sustainable governance, we are invited to heed the lessons of the past, embrace the present challenges, and envision a future where planetary well-being is synonymous with profitability. Together, let us create the route towards a more sustainable society, one boardroom at a time.

Professor Fabian Ajogwu, OFR, SAN
Victoria Island, Lagos
21 March, 2024

Dr. Onajite Newton
London
21 March, 2024

“The principles of fair hearing are fundamental rules of procedure and pivotal in ensuring fairness and justice to all parties in any legal or quasi-legal proceedings. The principles form the foundation of law and justice without which society would fall into chaos.”

Ejembi Eko, JSC
Supreme Court of Nigeria
June 23, 2020

“I believe this book would be a useful resource for board members, stakeholders and all who have an interest in the effective governance of companies.”

Mr Adedotun Sulaiman
Chairman
Financial Reporting Council of Nigeria
November 30, 2020

“A void of knowledge will be filled as the book draws real-life examples from businesses that have benefitted from private equity, highlighting private equity as a significant option for startups, as well as businesses that cannot afford debt financing, arising from the inability to meet the requirements.”

– Professor Enase Okonedo
Dean, Lagos Business School

“This book will be very useful in classrooms where Corporate Governance theory is taught, and equally valuable in the board rooms where Corporate Governance is practised. I commend the Learned Authors, Professor Mervyn King, SC and Professor Fabian Ajogwu, SAN for their extraordinary and lifelong dedication to defining, promoting and practising good Corporate Governance in Africa. Their knowledge and practical experience of Corporate Governance are unmatched and their insights are of immense value both to students and to practitioners.”

Sim Tshabalala
Group Chief Executive
Standard Bank Group Limited