By Hellmut von Ludwiger
Not long ago, I found myself in a boardroom conversation that had nothing to do with numbers, forecasts, or compliance checklists.
Instead, the question on the table was a simple one: Are we making decisions today that we would still be proud of tomorrow?
It was a reminder that, at its heart, governance is not just about rules, but about judgement, accountability, and the responsibility we carry toward those who place their trust in us.
It is against this backdrop that the launch of the King V Code marks an important milestone in the evolution of corporate governance in Southern Africa.
More than an update to a well-established framework, King V invites organisations to pause, reflect, and re-commit to ethical leadership, transparency, and sustainable value creation.
At Capricorn Group, we view this moment not simply as a regulatory development, but as an opportunity to deepen our approach to governance, leadership and the services we provide to our stakeholders.
At its core, King V reflects a meaningful shift in how good governance is understood and practised. Drawing on decades of experience and lessons learned, the Code refines governance into 13 principles that are intentionally clear and accessible, regardless of an organisation’s size or sector.
Its outcomes-based approach centres on four pillars: ethical culture, sustainable performance, prudent control, and legitimacy.
While these outcomes may appear aspirational, they are, in fact, practical and form the foundations of trust, resilience, and long-term confidence in a rapidly changing business environment.
One of the most powerful aspects of King V is its emphasis on integrated thinking. Boards and leaders are encouraged to view strategy, risk, resources, and stakeholder interests not as separate conversations, but as interconnected realities that must be considered together.
This way of thinking naturally flows into integrated reporting, which asks organisations to explain not only what value they create, but how they create, preserve, or, at times, erode it over time.
At Capricorn Group, integrated thinking is more than a reporting discipline; it sits at the heart of our approach to value creation and informs daily decision-making. It ensures that financial performance is considered alongside social impact, environmental responsibility, and the long-term well-being of the communities we serve.
King V also acknowledges an important truth about governance that one size does not fit all. By emphasising the principle of proportionality, the Code allows organisations the flexibility to apply its recommended practices in ways that reflect their unique context, complexity, and stage of maturity. This balance enables boards to innovate and respond to change, while remaining anchored in sound governance principles.
King V has embraced the concept of double materiality. This means that organisations need to consider not only matters that affect financial performance, but also the impact their activities have on the (rest of the) economy, society and the environment.
This shift resonates strongly with Capricorn Group’s stakeholder-inclusive approach. We believe that long-term success depends on the health of the communities and ecosystems in which we operate.
When we think about creating value in this way, it becomes a shared responsibility rather than just an outcome.
The Code also addresses the realities of digital transformation. It offers more guidance on technology, data governance, artificial intelligence, and new risks. King V encourages boards to lead innovation responsibly.
The message is clear that we must balance opportunities with strong ethical oversight and prudent risk management. At Capricorn Group, this means encouraging progress and curiosity, while upholding the principle of integrity as non-negotiable.
Throughout King V, the role of the board remains central. Boards are entrusted with setting strategic direction, approving policy, overseeing execution, and ensuring accountability. Just as important is the responsibility to set the tone for ethical leadership, transparency, and meaningful stakeholder engagement.
At Capricorn Group, our board performs these duties purposefully, showing our commitment to being effective agents of positive change.
Our governance practices are grounded in discipline, independence, fairness, and social responsibility. We regularly review and improve our frameworks to keep up with changing expectations.
This includes embedding our shared culture, The Capricorn Way, and nurturing a strong risk culture throughout our organisation. For us, sustainability is not just about meeting legal requirements; it is a key part of our strategy that influences our decisions and our responsibility to future generations.
King V is more than just a code. It is a call to action that encourages boards and leaders to manage organisations ethically, consider all aspects of their work, and engage with stakeholders in an honest and thoughtful manner. At Capricorn Group, we are proud to champion these principles, ensuring that our governance not only meets high standards but also makes a meaningful contribution to society and the economies we serve.
* Hellmut von Ludwiger is the company secretary at Capricorn Group
