As of this year, corporate governance reporting has gone from a “nice-to-have” compliance checklist to a core strategic requirement for conducting business – especially in South Africa. With regulatory changes aimed at attracting foreign investment, digital governance expanding, and international capital arriving with strict requirements, corporate governance reporting has become crucial for organisations.
These pressures come as directors face a strategic pivot. According to the Diligent Institute’s What Directors Think 2025 report, 41% of directors now cite strategy as their top oversight challenge – surpassing cybersecurity for the first time in years. This shift reflects a broader reality: corporate governance reporting is no longer a backwards-looking compliance exercise. It’s a function that shapes how boards communicate risk oversight, demonstrate accountability and build stakeholder confidence.
To help you navigate current requirements and emerging standards, this guide explains:
- What governance reporting entails and who is responsible for it
- What to include in a corporate governance report
- Best practices for effective governance reporting
- How AI-enhanced technology helps with governance reporting
What Is Governance Reporting?
A corporate governance report is an ethically driven disclosure that reflects how corporations monitor their actions, policies, practices and decisions, as well as the effect of those actions on stakeholders. These reports provide shareholders with visibility into how the corporation conducts business, specifically the corporation’s structure, governance model, activities and performance.
Why Governance Reporting Matters
Corporate governance reports typically include information about governance procedures, regulatory compliance, company and board performance, board composition and how effectively the company follows good governance practices. They serve multiple functions:
- Demonstrating accountability to shareholders
- Satisfying regulatory requirements
- Building trust with investors and business partners
Per the Diligent Institute’s What Directors Think 2025 report, 76% of directors are prioritizing growth opportunities — a sharp turnaround from recent years focused on cost-cutting. This strategic shift makes governance reporting even more critical, as boards must demonstrate both opportunity pursuit and appropriate risk oversight to stakeholders.
Who Writes the Corporate Governance Report?
In most large organisations, governance and compliance reporting fall under the direction of the chief compliance officer (CCO). The CCO is responsible for establishing company-wide standards and implementing procedures to ensure that governance and compliance programs effectively identify, prevent, detect and correct noncompliance issues with applicable laws, regulations, industry standards or company policies.
In practice, however, corporate governance reports are often coordinated by the corporate secretary or governance team, working closely with the CCO, finance, risk and ESG teams. Members of the compliance department and the corporate secretary may recruit or consult with subject matter experts to complete particular sections and often gather data from across the organisation through polling and questionnaires.
In smaller organisations or those without a compliance officer, the responsibility may fall on a member of the legal department or another qualified employee. When choosing a manager to lead a compliance reporting team, find someone with expertise in the particular business operation under review and the regulations or mandates involved.
This manager may need temporary relief from typical duties, as compliance reporting can require significant time and effort.
Who Reads the Governance Report?
Corporate governance and compliance reporting (like ESG reporting) can have various audiences, depending on the particular focus of the report and whether or not the report is internal or outward-facing.
- External reports are usually part of larger compliance audits that organisations undergo as part of regulatory reviews. These reports are read by members of appropriate regulatory agencies and can be integral in determining whether the organisation faces fines, sanctions or other penalties. A thorough compliance and governance report indicates that the organisation operates in good faith and may influence regulators to work with the company toward remediation rather than penalties.
- Internal compliance reports are often more targeted in scope. A broad summary of compliance and governance efforts might be presented to board members or select stakeholders to demonstrate the company’s position relative to current regulations and good governance procedures. The details might also concern specific departments whose work with new regulations informs their business dealings or future plans.
The details of compliance and corporate governance reporting might also concern a select department whose work with new regulations informs their business dealings or future plans. Finally, the organisation may use the lessons gleaned from a compliance report to educate the wider workforce on the importance and necessity of following standard procedures and policies.
Contents of A Governance Report
Governance reports offer detailed accounts of an organisation’s progress on particular compliance initiatives or, taken collectively, can provide a broad summary of your company’s compliance efforts.
Also called the annual corporate report, a corporate governance report includes a statement of corporate governance procedures and compliance, information on board composition, statements on the company’s performance, and information about compliance and conformance with best practices for good corporate governance.
1. Statements of disclosure of governance procedures and compliance
The corporate report should include a statement of disclosure of the company’s governance procedures and compliance. It should also disclose the principles and codes that guide the company’s procedures.
Disclosure statements usually detail the distribution of powers between the board chair and the CEO. Best practices in today’s marketplace discourage the same individual from serving as CEO and board chair.
2. Board composition
The average size of corporate boards is 9.2 directors. The ideal size of a corporate board is seven to 11 members. Best practices for good corporate governance recommend that boards strive for a mix of board directors in competencies, age, gender, profession, independence and diversity.
There should also be a mix of executive and independent directors, with the majority being independent directors. Corporate governance reporting should disclose the regularity and frequency of board meetings.
3. Board roles and responsibilities
The corporate governance report should contain a section that lists the powers, functions, roles and responsibilities of board directors. The report includes information about committees, sub-committees, and any delegated powers and duties. This section of the report should consist of conformance and transformative functions.
4. Board succession and evaluation
Shareholders may be particularly interested in reading information about board directors in the corporate governance report. Such information may include the company’s procedures for appointing directors, board development, succession planning, and remuneration by shareholders.
5. Board performance
Disclosures often describe the corporation’s mechanisms for monitoring the board’s performance and the performance of individual board directors. It also includes information on related-party transactions, conflicts of interest, and how the board handled them.
6. Business plan and budget
A section of the annual report details the overall organisational plan, how it relates to business plans and budgets, operational and performance measures, and a description of risk management and internal control procedures.
These reports provide evidence of accountability and transparency and support generally accepted accounting and auditing standards. Sections on accounting also specifically disclose the company’s relationship with internal and external auditors.
7. Communications and compliance
Disclosure statements also cover issues such as communications with shareholders and stakeholders, legal compliance, and codes of conduct for the board, CEO, management, and staff.
8. Performance forecasts
Statements usually detail the nature of the business and its future prospects. Shareholders are interested in knowing the company’s outlook for growth, sustainability and innovation and how the corporation plans to factor future market trends into its strategic planning.
Governance Reporting Best Practices
Corporate governance reports should be updated at least annually. But boards shouldn’t limit reviews to only once per year. A thorough corporate governance report is the product of effective day-to-day practices that are continuously reviewed and disclosed.
“Board members frequently receive surface-level data, such as the number of whistleblowing reports, with little context,” says Pav Gill, CEO of Confide. “Always dig deeper. For instance, three reports in a quarter may sound like a low figure, but if all those reports involve the same individual, that’s a red flag worth investigating.”
To produce effective governance reports, boards should adopt these best practices:
- Hold regular meetings: Regular meetings keep the board and other shareholders engaged in company activities. This is an important — if obvious — principle of good governance, as it empowers all relevant parties to help advance ethical business practices.
- Practice transparency: Corporate governance reporting relies on transparency. Boards should practice this transparency in reports and everything they do. Ideally, boards will report information as it becomes available and explain the rationale for key decisions, such as board compensation.
- Conduct annual performance reviews: Regular board reviews are an opportunity to gather feedback from internal stakeholders and external shareholders. This can be a critical inflexion point for boards to continue effective work or pivot approaches that aren’t meeting company or regulatory expectations. It’s also a key governance practice that can bolster the contents of the corporate governance report.
- Adopt ongoing reporting: Not all decisions or practices will perform as expected. Ongoing reporting on key insights enables boards to course-correct as needed, whether by amending governance practices or making different decisions for the business’s future. Corporate governance reporting can draw on these reports to offer deeper insights into the board’s year-long performance.
- Establish clear data ownership: Define who is responsible for each category of governance data. Without clear ownership, information becomes fragmented across departments, leading to inconsistent or incomplete reports.
- Centralise governance data: Organisations managing multiple entities or jurisdictions need a single source of truth for governance information. When data is scattered across spreadsheets, emails and separate systems, producing accurate reports becomes time-consuming and error-prone.
- Utilise technology. Corporate governance reporting adds another layer to good governance. It compels boards to not only define the governance practices they follow but also to report on how successful those practices are. Technology can help boards automate routine tasks, centralise data and provide insight into multiple entities. Beware of free technology, though, as it likely won’t provide all the features thorough reporting requires.
Benefits of Improved Governance Reporting
Corporate governance reporting identifies areas where companies meet compliance initiatives and areas requiring more work. With this knowledge, business leaders make more effective decisions about resource allocation, risk management and strategic planning.
In addition, thorough compliance reports offer two key benefits:
- Peace of mind: Governance and compliance are complex endeavours, with many goals that seem like moving targets. Corporate governance reporting provides concrete evidence that your organisation is on the right side of regulations and serves as a starting point for addressing any noncompliance issues. Annual reporting can identify likely problems before they develop into full-fledged violations.
- Stakeholder confidence: A thorough, annual compliance report is like a clean bill of health. With it, your organisation can demonstrate to clients and potential investors that your operations and controls are trustworthy. As the list of mandatory regulations grows, more and more clients expect organisations to demonstrate governance before they enter into contracts or invest funds. Those who cannot do so might cause hesitation or concern for potential business partners.
“The board fundamentally has to trust management,” says Inna Barmash, Chief Legal Officer and Corporate Secretary at Amplify. “Trust starts with communication. Communication is successful when it’s proactive, when it anticipates and addresses board members’ concerns, and speaks to their experience from other boards and their operational experience.”
AI in Corporate Governance Reporting
For organisations managing governance reporting across multiple entities and jurisdictions, manual processes create inherent risk. Spreadsheet-based tracking, email-driven data collection and document-based reporting leave gaps that compromise accuracy – often discovered only during audits or regulatory examinations.
Purpose-built governance platforms like Diligent eliminate this fragmentation, transforming reactive compliance reporting into proactive governance excellence.
The Diligent One Platform unifies governance, risk and compliance functions into a single connected infrastructure — reducing the silos that allow reporting gaps to go undetected. Within the platform, multiple solutions directly address the challenges that undermine governance reporting quality:
Diligent Entities
Diligent Entities serves as the system of record for corporate governance data, providing AI-enhanced entity management that transforms reporting from a manual burden into a strategic function.
- AI-powered assistance provides instant answers on ownership structures, directors and filing requirements via chat in Diligent or Microsoft Teams — eliminating hours of manual data searches across spreadsheets and emails.
- Document automation uses AI to import, populate, summarise, and translate key governance documents, ensuring consistency across entities and jurisdictions while reducing manual data-entry errors.
- Visual reporting automatically generates AI-powered org charts and compliance reports, providing the accurate visualisations stakeholders and regulators expect.
- Compliance workflows track tasks, manage reviews, and file with regulators across jurisdictions, with automated deadline alerts that prevent missed filings.
“Diligent is the legal reference tool of our group: exhaustive, up-to-date and reliable,” says Anja Wittke, Senior Legal Counsel at Safran, which manages several hundred subsidiaries worldwide. “We can generate tailored reports on our entities — and those reports are simple to produce.”
Diligent Boards
Diligent Boards streamlines board governance workflows and ensures the accuracy of materials that feed into governance reporting:
- Smart Builder synthesises raw information into professional board materials with one click, reducing board prep time by 80% while ensuring consistent, high-quality documentation that supports governance disclosures.
- Smart Risk Scanner identifies risky language and legal red flags before documents reach the board, helping organisations catch compliance issues during preparation rather than discovering problems during audits.
- SmartPrep generates pointed discussion questions by topic with citations, ensuring directors arrive prepared with strategic questions that surface governance priorities requiring board attention.
These AI capabilities ensure that the board deliberations and decisions documented in governance reports reflect thorough oversight and informed decision-making — exactly what regulators and stakeholders scrutinise.
Whether you’re producing annual governance reports, responding to regulatory examinations, or demonstrating compliance to investors, integrated governance technology delivers the accuracy and efficiency that manual processes cannot match.
Schedule a demo to see how Diligent helps organisations transform governance reporting from a compliance burden into a strategic advantage.
FAQs About Governance Reporting
What is corporate governance reporting?
Corporate governance reporting is an ethically driven disclosure reflecting how organisations monitor their actions, policies, practices, and decisions, including their impact on stakeholders. It provides insights into the company’s structure, governance model, activities, and performance.
Why does governance reporting matter for organisations?
Governance reporting demonstrates accountability, satisfies regulatory requirements, and builds trust with investors and partners. It also helps boards communicate risk oversight, showcase good governance practices, and support strategic growth.
Who is responsible for preparing corporate governance reports?
In large organisations, the chief compliance officer typically oversees governance reports, often with the cooperation of the corporate secretary, governance team, compliance, finance, risk, and ESG departments. In smaller organisations, a qualified employee, like a legal department member, may take on this responsibility.
What are the essential contents of a corporate governance report?
Essential contents include statements on governance procedures and compliance, board composition, roles and responsibilities, succession planning, board performance, business plans, compliance, communication, performance forecasts, and internal controls.
How does AI enhance corporate governance reporting?
AI-enhanced platforms unify governance, risk, and compliance functions, offering features such as AI-powered assistance, document automation, visual reporting, and automated workflows. These tools improve accuracy, efficiency, and strategic insight in governance reporting.
