Host Communities in Corporate Governance Normative Hierarchy: Custodianship and Surrogate Responsibility for Sustainable Development in Africa

This paper develops a governance model that places African host communities at the centre of corporate decision-making by advancing custodianship and surrogate responsibility as normative foundations for ex-ante protection. It begins by demonstrating that existing corporate governance paradigms, shareholder primacy, Enlightened Shareholder Value (ESV) in its UK, Nigerian, and Indian variants, and conventional corporate social responsibility offer little more than symbolic or discretionary recognition of communities, leaving them structurally unprotected despite being profoundly affected by corporate activity. Drawing on African communitarian philosophies and customary traditions, the paper argues that the Western neoliberal emphasis on individualism, ownership and profit maximisation is misaligned with African sociocultural realities in which community constitutes the moral, political, and ontological anchor of social life. It shows that conceptions of community in Yoruba, Igbo, and Hausa thought frame responsibility as relational, intergenerational and restorative, providing a culturally coherent basis for embedding community-centred obligations in corporate governance. Building on this foundation, the paper reconceptualises the role of directors and corporate actors as custodians and surrogate representatives of host communities, tasked with protecting communal welfare in the same way that existing governance frameworks protect shareholders, creditors, employees, and consumers. This approach introduces actionable institutional logics capable of bridging the gap between corporate purpose and stakeholder inclusion, transforming communities from discretionary beneficiaries into recognised constituents of corporate legitimacy. By proposing a framework that integrates custodianship and surrogate responsibility into directors’ duties, the paper offers a pragmatic and contextually grounded pathway for aligning corporate governance with sustainable development in Africa.